<PAGE> File No. 70-
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM U-1
APPLICATION OR DECLARATION
under the
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
* * *
OHIO VALLEY ELECTRIC CORPORATION
P.O. Box 468, Piketon, Ohio 45661
(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
A. Joseph Dowd, General Counsel
AMERICAN ELECTRIC POWER SERVICE CORPORATION
1 Riverside Plaza, Columbus, Ohio 43215
(Names and addresses of agents for service)
ITEM 1.DESCRIPTION OF PROPOSED TRANSACTIONS.
Ohio Valley Electric Corporation ("OVEC") requests authoriza-
tion herein to directly guarantee or enter into an agreement or
agreements of indemnity or act as surety or guarantor with one or
more surety bonding companies, banks or insurance companies
providing for payment by OVEC of liabilities incurred by any such
surety bonding company, bank or insurance company in connection
with (1) the issuance of a surety bond, letter of credit or
insurance policy to satisfy the requirements of the Indiana
financial responsibility law in connection with the fly ash
landfill located at the Clifty Creek Plant of Indiana-Kentucky
Electric Corporation ("IKEC"), a subsidiary of OVEC, and (2) other
obligations of IKEC under Federal, state or local law.
A. Indiana Financial Responsibility Law
Indiana law requires that permittees of a solid waste landfill
in the state satisfy certain financial responsibility standards.
Such standards can be satisfied by its net worth or a trust fund,
surety bond, letter of credit or insurance. IKEC owns a fly ash
landfill at its Clifty Creek Plant for which it must show financial
responsibility of $7,410,600 for its estimated closure and post-
closure costs. Neither IKEC nor OVEC satisfies the net worth
requirement. As a result, IKEC may have to satisfy the requirement
by means of a surety bond, letter of credit or insurance. In order
to lower the cost of such surety bond, letter of credit or
insurance, OVEC requests authorization to indemnify the company
issuing such bond, letter of credit or policy for any payments or
to guarantee the obligation of IKEC to reimburse such company for
such payments. OVEC will charge no fee to IKEC for such indemnity
or guaranty.
B. Other Indemnification, Guaranty or Suretyship by
OVEC on Behalf of IKEC
From time to time OVEC may for the convenience, economy, and
in some cases necessity, act as indemnitor, guarantor or surety for
obligations of IKEC incurred in the ordinary course of business by
reason of Federal, state or local law, including but not limited
to, court or administrative proceedings, employee benefit plans,
compensation or benefit payments in respect of injury, disability
or death or self-insured workers compensation.
Because OVEC anticipates that such occasions will arise in the
future, OVEC proposes to act as surety, indemnitor or guarantor for
IKEC in an aggregate amount not in excess of $20,000,000, excluding
the indemnity or guaranty in connection with the Indiana financial
responsibility law and any sureties, guaranties or indemnities
exempt from authorization pursuant to Rule 45(b)(6). OVEC will
charge no fee to IKEC for acting as surety, indemnitor or
guarantor.
ITEM 2.FEES, COMMISSIONS AND EXPENSES.
No fees, commissions or expenses are to be paid or incurred by
OVEC or any associate company in connection with the proposed
transaction other than the Commission's filing fee of $2,000 and
expenses billed at cost by American Electric Power Service
Corporation, estimated not to exceed $2,000. OVEC will not make
any charge to IKEC with respect to any guaranty or indemnification
agreement entered into on behalf of IKEC.
ITEM 3.APPLICABLE STATUTORY PROVISIONS.
OVEC considers Sections 12(b) and 12(f) of the 1935 Act and
Rule 45 thereunder to be applicable to the proposed transactions.
Rule 45(b)(6) does not apply to the proposed transactions, because
the guarantee of $20,000,000 of obligations exceeds $3,845,000, 5%
of the aggregate amount of OVEC's securities outstanding at
September 30, 1993.
ITEM 4.REGULATORY APPROVAL.
No commission other than the Securities and Exchange
Commission has jurisdiction over the proposed transaction.
ITEM 5.PROCEDURE.
It is requested, pursuant to Rule 23(c) of the Rules and
Regulations of the Commission, that the Commission issue its order
permitting this Application or Declaration to become effective on
or before February 22, 1994. OVEC waives any recommended decision
by a hearing officer or by any other responsible officer of the
Commission and waives the 30-day waiting period between the
issuance of the Commission's order and the date it is to become
effective, since it is desired that the Commission's order, when
issued, become effective forthwith. OVEC consents to the Office of
Public Utility Regulation assisting in the preparation of the
Commission's decision and/or order in this matter, unless the
Office opposes the matter covered by this Application or
Declaration.
ITEM 6.EXHIBITS AND FINANCIAL STATEMENTS.
The following exhibits and financial statements are filed as
part of this statement:
Exhibit E None
Exhibit F Opinion of Counsel
Exhibit G Form of Notice
It is not believed that financial statements are necessary or
relevant to a disposition of this Application or Declaration.
ITEM 7.INFORMATION AS TO ENVIRONMENTAL EFFECTS.
It is believed that the granting and permitting to become
effective of this Application or Declaration will not constitute a
major Federal action significantly affecting the quality of the
human environment. No other Federal agency has prepared or is
preparing an environmental impact statement with respect to the
proposed transactions.
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 the undersigned
thereunto duly authorized.
OHIO VALLEY ELECTRIC CORPORATION
By__/s/ G. P. MALONEY______________
Vice President
Dated: January 7, 1994
ovcfinan.94\formu-1.ovc
Exhibit G
UNITED STATES OF AMERICA
before the
SECURITIES AND EXCHANGE COMMISSION
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
Release No. /January , 1994
________________________________________
:
In the Matter of :
:
:
OHIO VALLEY ELECTRIC CORPORATION:
P.O. Box 468 :
Piketon, OH 45661 :
:
(70- ) :
________________________________________:
NOTICE OF PROPOSED GUARANTY OF LIABILITIES
NOTICE IS HEREBY GIVEN that Ohio Valley Electric Corporation
("OVEC"), an electric utility subsidiary of American Electric Power
Company, Inc., a registered holding company, has filed with this
Commission an Application or Declaration pursuant to Sections 12(b)
and 12(f) of the Public Utility Holding Company Act of 1935 (the
"Act") and Rule 45 thereunder.
OVEC proposes, subject to receipt of appropriate authorization, to
directly guarantee or enter into an agreement or agreements of
indemnity or act as surety or guarantor with one or more surety
bonding companies, banks or insurance companies providing for
payment by OVEC of liabilities incurred by any such surety bonding
company, bank or insurance company in connection with (1) the
issuance of a surety bond, letter of credit or insurance policy to
satisfy the requirements of the Indiana financial responsibility
law in connection with the fly ash landfill located at the Clifty
Creek Plant of Indiana-Kentucky Electric Corporation ("IKEC"), a
subsidiary of OVEC, and (2) other obligations of IKEC under
Federal, state or local law. OVEC will charge no fee to IKEC for
acting as surety indemnitor or guarantor and will act as surety,
indemnitor or guarantor in an aggregate amount not to exceed
$20,000,000.
The Application or Declaration and any amendments thereto are
available for public inspection through the Commission's Office of
Public Reference. Interested persons wishing to comment or request
a hearing should submit their views in writing by February , 1994
to the Secretary, Securities and Exchange Commission, Washington,
D.C. 20549, and serve a copy on the applicant at the address
specified above. Proof of service (by affidavit or, in case of any
attorney at law, by certificate) should be filed with the request.
Any request for a hearing shall identify specifically the issues of
fact or law that are disputed. A person who so requests will be
notified of any hearing, if ordered, and will receive a copy of any
notice or order issued in this matter. After said date, the
Application, as filed or as it may be amended, may be permitted to
become effective.
For the Commission, by the Office of Public Utility Regulation,
pursuant to delegated authority.
Jonathan G. Katz
Secretary
ovcfinan.94\formu-1.not
Exhibit F
614/223-1632
Securities and Exchange Commission
Office of Public Utility Regulation
450 Fifth Street, N.W.
Washington, D.C. 20549
January 7, 1994
Gentlemen:
With respect to the Application or Declaration on Form U-1
of Ohio Valley Electric Corporation ("OVEC"), relating to
the proposed issuance of a surety bond, letter of credit
or insurance policy to satisfy the requirements of the
Indiana financial responsibility law in connection with
the fly ash landfill located at the Clifty Creek Plant of
Indiana-Kentucky Electric Corporation ("IKEC"), a
subsidiary of OVEC, I wish to advise you as follows:
I am of the opinion that OVEC is a corporation validly
organized and duly existing under the laws of the state in
which it is incorporated.
I am further of the opinion that, in the event that the
proposed transactions are consummated in accordance with
said Application or Declaration, as the same may be
amended, and when the steps referred to in the next
following paragraph shall have been taken:
(a) all state laws applicable to the proposed
transaction will have been complied with;
(b) the guaranty will be a valid and binding
obligation of OVEC in accordance with its terms,
except as the same may be limited by bankruptcy
laws or other laws or equitable principles
affecting the enforcement of creditors' rights;
and
(c) consummation of the proposed transaction will
not violate the legal rights of the holders of
any securities issued by OVEC or any associate
company thereof.
1. appropriate action by the Board of Directors of
OVEC with respect to the transactions described
in said Application or Declaration; and
2. appropriate action by the Securities and
Exchange Commission in connection with the
transactions described in said Application or
Declaration.
I hereby consent to the filing of this opinion as an
exhibit to the above-mentioned Application or Declaration.
Very truly yours,
/s/ John M. Adams, Jr.
John M. Adams, Jr.
Counsel for
Ohio Valley Electric Corporation
JMA/mms
ovcfinan.94\formu-1.opn
