OHIO VALLEY ELECTRIC CORP
U-1/A, 1994-08-11
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<PAGE>                                           File No. 70-8335



               SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C. 20549



                         AMENDMENT NO. 3
                               TO
                            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
             address of principal executive offices)


                              * * *

              AMERICAN ELECTRIC POWER COMPANY, INC.
             1 Riverside Plaza, Columbus, Ohio 43215

                  ALLEGHENY POWER SYSTEM, INC.
         12 East 49th Street, New York, New York  10017
             (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)




     The undersigned Ohio Valley Electric Corporation ("OVEC")
hereby amends its Application or Declaration on Form U-1 in File
No. 70-8335 as follows:
     By amending and restating the last two paragraphs at the end
of ITEM 1.  DESCRIPTION OF PROPOSED TRANSACTIONS:
          "Fixed Rent under the lease will not exceed
     $2,500,000 per year.  In any given year, the number of
     railcars OVEC subleases will not exceed on an average
     basis fifty percent (50%) of the railcars OVEC owns or
     leases.
          It is proposed that Certificates of Notification
     under Rule 24 shall be filed yearly with respect to any
     sublease of OVEC's railcars.  Each such certificate will
     include the following information regarding any sublease
     of railcars:  (1) the term of any sublease; (2) the
     number of cars subleased; (3) the revenues earned from
     such sublease; (4) the variable costs and contribution to
     fixed costs created by subleasing railcars to non-
     affiliates."
                            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:  August 10, 1994
                                         railcars.ovc\amendu-1.#3


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