SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report: May 15, 1998
(Date of earliest event reported)
Registrant; State of
Commission Incorporation; Address and I.R.S. Employer
File Number Telephone Number Identification No.
1-3525 AMERICAN ELECTRIC POWER COMPANY, INC. 13-4922640
(A New York Corporation)
1 Riverside Plaza
Columbus, Ohio 43215
Telephone (614)223-1000
0-18135 AEP GENERATING COMPANY 31-1033833
(An Ohio Corporation)
1 Riverside Plaza
Columbus, Ohio 43215
Telephone (614)223-1000
1-3457 APPALACHIAN POWER COMPANY 54-0124790
(A Virginia Corporation)
40 Franklin Road, S.W.
Roanoke, Virginia 24011
Telephone (540)985-2300
1-2680 COLUMBUS SOUTHERN POWER COMPANY 31-4154203
(An Ohio Corporation)
215 North Front Street
Columbus, Ohio 43215
Telephone (614)464-7700
1-3570 INDIANA MICHIGAN POWER COMPANY 35-0410455
(An Indiana Corporation)
One Summit Square
P.O. Box 60
Fort Wayne, Indiana 46801
Telephone (219)425-2111
1-6858 KENTUCKY POWER COMPANY 61-0247775
(A Kentucky Corporation)
1701 Central Avenue
Ashland, Kentucky 41101
Telephone (800)572-1141
1-6543 OHIO POWER COMPANY 31-4271000
(An Ohio Corporation)
301 Cleveland Avenue, S.W.
Canton, Ohio 44702
Telephone (330)456-8173
This combined Form 8-K is separately filed by American Electric
Power Company, Inc. ("AEP"), AEP Generating Company ("AEP
Generating"), Appalachian Power Company ("Appalachian"), Columbus
Southern Power Company ("Columbus"), Indiana Michigan Power Company
("Indiana"), Kentucky Power Company ("Kentucky"), and Ohio Power
Company ("Ohio"). Information contained herein relating to any
individual registrant is filed by such registrant on its behalf.
No registrant makes any representation as to information relating
to any other registrant, except that information relating to any of
AEP Generating, Appalachian, Columbus, Indiana, Kentucky or Ohio is
also attributed to AEP.
Item 5. Other Events.
On May 15, 1998, AEP and Central and South West Corporation
("CSW") issued a press release announcing the joint filing of a
request with the Louisiana Public Service Commission for approval
of their proposed merger and a finding that the merger is in the
public interest.
A copy of the press release, dated May 15, 1998, issued
jointly by AEP and CSW, relating to the above-described filing is
attached as Exhibit 99 hereto.
Item 7. Financial Statements and Exhibits.
(a) Not Applicable.
(b) Not Applicable.
(c) Exhibits.
The following exhibit is filed herewith in accordance with
Item 601 of Regulation S-K:
Exhibit No. Description
99 Press Release of AEP and CSW, dated May
15, 1998, announcing the joint filing of
a request with the Louisiana Public
Service Commission for approval of their
proposed merger and a finding that the
merger is in the public interest.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, each Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
AMERICAN ELECTRIC POWER COMPANY, INC.
Registrant
AEP GENERATING COMPANY
Registrant
APPALACHIAN POWER COMPANY
Registrant
COLUMBUS SOUTHERN POWER COMPANY
Registrant
INDIANA MICHIGAN POWER COMPANY
Registrant
KENTUCKY POWER COMPANY
Registrant
OHIO POWER COMPANY
Registrant
By: /s/ Gerald P. Maloney
Gerald P. Maloney
Vice President of each Registrant
May 20, 1998
EXHIBIT INDEX
Exhibit No. Description
99 Press Release of AEP and CSW, dated
May 15, 1998, announcing the joint filing
of a request with the Louisiana Public
Service Commission for approval of their
proposed merger and a finding that the
merger is in the public interest.
EXHIBIT 99
American Electric Power and Central and South West Jointly File
For Merger Approval from Louisiana Public Service Commission
Columbus, Ohio, and Dallas, Texas (May 15, 1998) -- American
Electric Power Company, Inc. (NYSE: AEP) and Central and South
West Corporation (NYSE: CSR) today jointly filed a request with
the Louisiana Public Service Commission for approval of their
proposed merger and a finding that the merger is in the public
interest.
Testimony submitted in the filing outlines the expected
company-wide benefits of the merger to AEP and CSW customers and
shareholders, which include:
- - $2 billion in net non-fuel cost savings over 10 years;
- - $98 million in net fuel savings over 10 years;
- - Improved capital structure and increased financial strength;
- - Increased diversity in customer base, generating resources and
service territory;
- - Optimization of business practices and continued high-quality
service;
- - Support for restructuring of retail electric markets; and
- - Support for an independent system operator.
AEP and CSW have proposed a regulatory plan in Louisiana that
provides for:
- - Approximately $2.6 million in fuel cost savings to Louisiana
customers of CSW's Southwestern Electric Power Company (SWEPCO)
subsidiary during the 10 years following completion of the
merger;
- - A commitment not to raise base rates above current levels prior
to Jan. 1, 2002, for SWEPCO customers in Louisiana and a plan to
share approximately one-half of the savings created by the merger
during the first 10 years following the merger. Under this plan,
approximately $26 million of these non-fuel merger-related
savings will be used to reduce future costs to SWEPCO's Louisiana
customers; and
- - A commitment to continue the current high level of customer
service and to identify opportunities and implement measures to
further improve service quality.
The Louisiana filing provides that there will be minimal job
reductions among employees having direct contact with customers.
CSW's work force currently totals about 7,000 employees, and
AEP's work force totals about 18,000 employees. AEP and CSW
intend to use a combination of reduced hiring and attrition to
the maximum extent possible to minimize the need for employee
separations.
Today's joint filing marks the third of several regulatory
filings that will be made to obtain approval of the proposed
merger. As previously reported, on April 30, CSW and AEP
submitted filings to the Public Utility Commission of Texas and
the Federal Energy Regulatory Commission seeking favorable
rulings relating to the proposed merger. CSW and AEP will be
seeking approval shortly from the Oklahoma and Arkansas utility
regulatory commissions. The parties plan to make other required
federal filings with the Nuclear Regulatory Commission, the
Securities and Exchange Commission, the Federal Communications
Commission and the Department of Justice and/or the Federal Trade
Commission later this year. AEP and CSW anticipate obtaining all
necessary regulatory approvals and completing the merger by March
31, 1999. However, there can be no assurance that AEP and CSW
will obtain all necessary regulatory approvals, or when such
approvals will be obtained.
On May 27, AEP shareholders will vote on whether to increase the
number of authorized shares of AEP common stock and whether to
approve issuance of the required number of shares of stock to
complete the merger. CSW shareholders on May 28 will vote on a
proposal to approve the merger. A joint proxy statement
describing the specific terms of the proposed merger has been
mailed to shareholders of both companies. Completion of the
merger is subject to satisfaction of several other conditions,
and there can be no assurance that those conditions will be
satisfied.
Central and South West Corporation is a global, diversified
public utility holding company based in Dallas. CSW owns four
electric operating subsidiaries serving 1.7 million customers in
Texas, Oklahoma, Louisiana and Arkansas; a regional electricity
company in the United Kingdom; other international energy
operations and non-utility subsidiaries involved in
energy-related investments, telecommunications, energy efficiency
and financial transactions.
American Electric Power Company, Inc., a global energy company,
is one of the United States' largest investor-owned utilities,
providing energy to 3 million customers in Indiana, Kentucky,
Michigan, Ohio, Tennessee, Virginia and West Virginia. AEP has
holdings in the United States, the United Kingdom, China and
Australia. Wholly owned subsidiaries provide power engineering,
energy consulting and energy management services around the
world. The company is based in Columbus, Ohio.
This news release includes forward-looking statements within the
meaning of Section 21E of the Securities Exchange Act of 1934.
These forward-looking statements reflect numerous assumptions and
involve a number of risks and uncertainties. Among the factors
that could cause actual results to differ materially are:
whether or not the proposed merger of AEP and CSW ultimately is
consummated, the timing of consummation and the effects of any
conditions imposed by regulators on the merged companies;
electric load and customer growth; abnormal weather conditions;
available sources and cost of fuel and generating capacity; the
speed and degree to which competition enters the power
generation, wholesale and retail sectors of the electric utility
industry; state and federal legislative and regulatory
initiatives that, among other things, increase competition,
threaten cost and investment recovery and affect rate structures;
the ability of the combined company to successfully reduce its
cost structure; the degree to which the combined company develops
nonregulated business ventures; the economic climate and growth
in the service territories of the two companies; the amount of
savings generated by the merger; the inflationary trends and
interest rates and the other risks detailed from time to time in
the two companies' SEC reports.
