<PAGE> File No. 70-8873
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________________
AMENDMENT NO. 1
TO
FORM U-1
__________________________________
APPLICATION OR DECLARATION
under the
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
* * *
APPALACHIAN POWER COMPANY
40 Franklin Road, Roanoke, Virginia 24022
(Name of company filing this statement and
addresses of principal executive offices)
* * *
AMERICAN ELECTRIC POWER COMPANY, INC.
1 Riverside Plaza, Columbus, Ohio 43215
(Name of top registered holding company
parent of each applicant or declarant)
* * *
G. P. Maloney, Executive Vice President
AMERICAN ELECTRIC POWER SERVICE CORPORATION
1 Riverside Plaza, Columbus, Ohio 43215
J. F. Di Lorenzo, Jr., Associate General Counsel
AMERICAN ELECTRIC POWER SERVICE CORPORATION
1 Riverside Plaza, Columbus, Ohio 43215
(Names and addresses of agents for service)
Appalachian Power Company ("APCo"), a wholly owned operating
company subsidiary of American Electric Power Company, Inc., a
registered holding company under the Public Utility Holding Company
Act of 1935, as amended, hereby amends its Application or
Declaration on Form U-1 in File No. 70-8873 as follows:
1. By adding this sentence to the end of Item 1C:
"APCo intends to utilize existing equipment
and current employees, in some cases on an
overtime basis, to perform these services, and
will not invest in additional equipment to
perform these services."
2. By filing Appendix A and Exhibit F, Opinion of Counsel,
herewith.
SIGNATURE
Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, the undersigned company has duly caused this
statement to be signed on its behalf by its duly authorized
officer.
APPALACHIAN POWER COMPANY
By: /s/ A. A. Pena
Treasurer
September 10, 1996
APPENDIX A
CENTRAL MACHINE SHOP
GROSS MARGIN ON WORK
FOR YEAR ENDED DECEMBER 31, 19XX
Associated Non-Associated Total
Revenues $XX $XX $XX
Cost of Sales
Labor XX XX XX
Material XX XX XX
Overheads XX XX XX
XX XX XX
Gross Margin $XX $XX $XX
--- --- ---
Exhibit F
614/223-1648
Securities and Exchange Commission
Office of Public Utility Regulation
450 Fifth Street, N.W.
Washington, D.C. 20549
September 10, 1996
Re: Appalachian Power Company
File No. 70-8873
Gentlemen:
In connection with the Application or Declaration on Form U-1 of
Appalachian Power Company ("APCo") in the captioned File which
relates to the proposed performance by APCo of work for non-
associates at its Central Machine Shop, I have examined, among
other things, the Application or Declaration filed by APCo with
your Commission under the Public Utility Holding Company Act of
1935.
In my opinion, if the said Application or Declaration is
permitted to become effective and if the proposed transactions
are consummated in accordance with the said Application or
Declaration:
(a) all state laws applicable to the proposed transactions
will have been complied with; and
(b) the consummation of the proposed transactions will not
violate the legal rights of the holders of any
securities issued by APCo or any associate company
thereof.
I consent to the use of this opinion as a part of the above-
mentioned Application or Declaration filed with this Commission.
Very truly yours,
/s/ Thomas G. Berkemeyer
Thomas G. Berkemeyer
Counsel for
Appalachian Power Company
TGB/mms
