<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
----- OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1995
OR
TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission file number 1-1097
OKLAHOMA GAS AND ELECTRIC COMPANY
(Exact name of registrant as specified in its charter)
Oklahoma 73-0382390
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
101 North Robinson
P. O. Box 321
Oklahoma City, Oklahoma 73101-0321
(Address of principal executive offices)
(Zip Code)
405-553-3000
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No
-----
There were 40,354,387 Shares of Common Stock, par value $2.50 per share,
outstanding as of July 31, 1995.
<PAGE> 1
<TABLE>
OKLAHOMA GAS AND ELECTRIC COMPANY
PART I. FINANCIAL INFORMATION
Item 1 FINANCIAL STATEMENTS
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
<CAPTION>
3 Months Ended 6 Months Ended
June 30 June 30
1995 1994 1995 1994
-------- -------- -------- --------
(thousands except per share data)
<S> <C> <C> <C> <C>
OPERATING REVENUES:
Electric utility . . . . . . . . $275,524 $304,633 $490,400 $543,497
Non-utility subsidiary . . . . . 28,589 41,990 60,229 87,110
-------- -------- -------- --------
Total operating revenues . . . . 304,113 346,623 550,629 630,607
-------- -------- -------- --------
OPERATING EXPENSES:
Fuel . . . . . . . . . . . . . . 62,676 66,608 111,448 128,825
Purchased power . . . . . . . . . 53,779 58,590 107,362 113,550
Gas purchased for resale . . . . 19,444 30,752 39,534 68,064
Other operation . . . . . . . . . 55,467 60,354 111,058 109,593
Maintenance . . . . . . . . . . . 13,413 19,187 23,115 37,248
Depreciation and amortization . . 31,924 31,105 64,145 61,766
Current income taxes . . . . . . 15,367 20,463 13,534 4,878
Deferred income taxes, net . . . (925) (809) (862) 15,920
Deferred investment tax credits,
net . . . . . . . . . . . . . . (1,288) (1,287) (2,574) (2,575)
Taxes other than income . . . . . 11,456 11,233 22,661 22,227
-------- -------- -------- --------
Total operating expenses . . . . 261,313 296,196 489,421 559,496
-------- -------- -------- --------
OPERATING INCOME . . . . . . . . . 42,800 50,427 61,208 71,111
-------- -------- -------- --------
OTHER INCOME AND DEDUCTIONS:
Interest income . . . . . . . . . 801 1,098 2,388 1,426
Other . . . . . . . . . . . . . . (911) (1,108) (2,396) (1,695)
-------- -------- -------- --------
Net other income and deductions. (110) (10) (8) (269)
-------- -------- -------- --------
INTEREST CHARGES:
Interest on long-term debt . . . 14,674 17,578 30,924 35,162
Allowance for borrowed funds used
during construction . . . . . . (529) (198) (993) (407)
Other . . . . . . . . . . . . . . 4,287 1,955 7,872 3,505
-------- -------- -------- --------
Total interest charges, net . . 18,432 19,335 37,803 38,260
-------- -------- -------- --------
NET INCOME . . . . . . . . . . . . . 24,258 31,082 23,397 32,582
PREFERRED DIVIDEND REQUIREMENTS . . 579 579 1,158 1,158
-------- -------- -------- --------
EARNINGS AVAILABLE FOR COMMON . . . $ 23,679 $ 30,503 $ 22,239 $ 31,424
======== ======== ======== ========
AVERAGE COMMON SHARES OUTSTANDING . 40,354 40,346 40,354 40,346
EARNINGS PER AVERAGE COMMON SHARE . $ 0.59 $ 0.76 $ 0.55 $ 0.78
======== ======== ======== ========
DIVIDENDS DECLARED PER SHARE . . . . $ 0.665 $ 0.665 $ 1.33 $ 1.33
<FN>
The accompanying Notes to Consolidated Financial Statements are an integral part hereof.
</TABLE>
<PAGE> 2
<TABLE>
CONSOLIDATED BALANCE SHEETS
(Unaudited)
<CAPTION>
June 30 December 31
1995 1994
---------- ----------
(dollars in thousands)
<S> <C> <C>
ASSETS
PROPERTY, PLANT AND EQUIPMENT:
In service . . . . . . . . . . . . . . . $3,808,462 $3,770,247
Construction work in progress . . . . . . 60,946 43,943
---------- ----------
Total property, plant and equipment . . 3,869,408 3,814,190
Less accumulated depreciation . . . . 1,539,402 1,487,300
---------- ----------
Net property, plant and equipment . . . . 2,330,006 2,326,890
---------- ----------
OTHER PROPERTY AND INVESTMENTS, at cost . . 8,321 7,868
---------- ----------
CURRENT ASSETS:
Cash and cash equivalents . . . . . . . . 3,750 2,455
Accounts receivable-customers, net . . . 117,327 118,318
Accrued unbilled revenues . . . . . . . . 58,200 36,800
Accounts receivable-other . . . . . . . . 5,990 8,601
Fuel inventories, at LIFO cost . . . . . 59,759 46,494
Materials and supplies, at average cost . 28,206 30,401
Prepayments and other . . . . . . . . . . 9,827 43,137
Accumulated deferred tax assets . . . . . 8,946 12,077
---------- ----------
Total current assets . . . . . . . . . 292,005 298,283
---------- ----------
DEFERRED CHARGES:
Advance payments for gas . . . . . . . . 10,000 10,000
Income taxes recoverable through
future rates . . . . . . . . . . . . . 44,559 47,246
Other . . . . . . . . . . . . . . . . . . 75,923 92,342
---------- ----------
Total deferred charges . . . . . . . . 130,482 149,588
---------- ----------
TOTAL ASSETS . . . . . . . . . . . . . . . $2,760,814 $2,782,629
========== ==========
CAPITALIZATION AND LIABILITIES
CAPITALIZATION:
Common stock and retained earnings . . . $ 889,745 $ 921,177
Cumulative preferred stock . . . . . . . 49,973 49,973
Long-term debt . . . . . . . . . . . . . 731,215 730,567
---------- ----------
Total capitalization . . . . . . . . . 1,670,933 1,701,717
---------- ----------
CURRENT LIABILITIES:
Short-term debt . . . . . . . . . . . . . 222,900 182,750
Accounts payable . . . . . . . . . . . . 59,058 66,391
Dividends payable . . . . . . . . . . . . 27,415 27,415
Customers' deposits . . . . . . . . . . . 21,302 20,904
Accrued taxes . . . . . . . . . . . . . . 35,411 25,153
Accrued interest . . . . . . . . . . . . 22,724 23,873
Long-term debt due within one year . . . 800 25,350
Accumulated provision for rate refund . 4,650 2,970
Other . . . . . . . . . . . . . . . . . . 33,538 41,321
---------- ----------
Total current liabilities . . . . . . . 427,798 416,127
---------- ----------
DEFERRED CREDITS AND OTHER
LIABILITIES:
Accrued pension and benefit obligation . 77,375 71,014
Accumulated deferred income taxes . . . . 489,767 497,056
Accumulated deferred investment
tax credits . . . . . . . . . . . . . . 85,753 88,328
Other . . . . . . . . . . . . . . . . . . 9,188 8,387
---------- ----------
Total deferred credits and other
liabilities . . . . . . . . . . . . . 662,083 664,785
---------- ----------
COMMITMENTS AND CONTINGENCIES . . . . . . . - -
---------- ----------
TOTAL CAPITALIZATION AND LIABILITIES . . . $2,760,814 $2,782,629
========== ==========
<FN>
The accompanying Notes to Consolidated Financial Statements are an
integral part hereof.
</TABLE>
<PAGE> 3
<TABLE>
CONSOLIDATED STATEMENTS OF
CASH FLOWS
(Unaudited)
<CAPTION>
6 Months Ended
June 30
1995 1994
-------- --------
(dollars in thousands)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income . . . . . . . . . . . . . . . . . . . . . $ 23,397 $ 32,582
Adjustments to Reconcile Net Income to Net Cash
Provided From Operating Activities:
Depreciation and amortization . . . . . . . . . . . 64,145 61,766
Deferred income taxes and investment tax
credits, net . . . . . . . . . . . . . . . . . . . (3,436) 13,345
Provision for rate refund . . . . . . . . . . . . . 2,650 2,200
Change in Certain Current Assets and Liabilities:
Accounts receivable - customers . . . . . . . . . 991 (6,075)
Accrued unbilled revenues . . . . . . . . . . . . (21,400) (19,000)
Fuel, materials and supplies inventories . . . . (11,070) (14,777)
Accumulated deferred tax assets . . . . . . . . . 3,131 11,830
Other current assets . . . . . . . . . . . . . . 35,921 (8,148)
Accounts payable . . . . . . . . . . . . . . . . (7,642) (27,523)
Accrued taxes . . . . . . . . . . . . . . . . . . 10,258 (2,730)
Accrued interest . . . . . . . . . . . . . . . . (1,149) (370)
Accumulated provision for rate refund . . . . . . 1,680 (38,093)
Other current liabilities . . . . . . . . . . . . (7,385) (2,371)
Other operating activities . . . . . . . . . . . . 17,566 4,665
-------- --------
Net cash provided from operating activities . . 107,657 7,301
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures . . . . . . . . . . . . . . . (65,533) (72,470)
-------- --------
Net cash used in investing activities . . . . . (65,533) (72,470)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Long-term debt, net . . . . . . . . . . . . . . . (26,150) (350)
Short-term debt, net . . . . . . . . . . . . . . . 40,150 116,750
Cash dividends declared on preferred stock . . . . (1,158) (1,158)
Cash dividends declared on common stock . . . . . . (53,671) (53,661)
-------- --------
Net cash (used in) provided from
financing activities . . . . . . . . . . . . . (40,829) 61,581
-------- --------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS . 1,295 (3,588)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD . . . 2,455 6,593
-------- --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD . . . . . . $ 3,750 $ 3,005
======== ========
--------------------------------------------------------------------------------------
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash Paid During the Period for:
Interest (net of amount capitalized) . . . . . . . $ 37,161 $ 37,402
Income taxes . . . . . . . . . . . . . . . . . . . $ 6,085 $ 7,841
--------------------------------------------------------------------------------------
<FN>
DISCLOSURE OF ACCOUNTING POLICY:
For purposes of these statements, the Company considers all highly liquid debt
instruments purchased with a maturity of three months or less to be cash
equivalents. These investments are carried at cost which approximates market.
The accompanying Notes to Consolidated Financial Statements are an integral
part hereof.
--------------------------------------------------------------------------------------
</TABLE>
<PAGE> 4
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. The condensed consolidated financial statements
included herein have been prepared by the Company,
without audit, pursuant to the rules and regulations of
the Securities and Exchange Commission. Certain
information and footnote disclosures normally included
in financial statements prepared in accordance with
generally accepted accounting principles have been
condensed or omitted pursuant to such rules and
regulations; however, the Company believes that the
disclosures are adequate to make the information
presented not misleading. In the opinion of the
Company, all adjustments necessary to present fairly the
financial position of Oklahoma Gas and Electric Company
("OG&E") and its subsidiaries as of June 30, 1995, and
December 31, 1994, and the results of operations and the
changes in cash flows for the periods ended June 30,
1995, and June 30, 1994, have been included and are of a
normal recurring nature (excluding amortization of a
regulatory asset relating to a Voluntary Early
Retirement Package ("VERP") and severance package - See
Item 2 "Management's Discussion and Analysis of
Financial Condition and Results of Operations" for
related discussion).
The results of operations for such interim periods are
not necessarily indicative of the results for the full
year. It is suggested that these condensed consolidated
financial statements be read in conjunction with the
consolidated financial statements and the notes thereto
included in the Company's Form 10-K for the year ended
December 31, 1994.
2. In March 1995, the Financial Accounting Standards Board
issued Statement of Financial Accounting Standards
("SFAS") No. 121, "Accounting for the Impairment of Long-
Lived Assets and for Long-Lived Assets to be Disposed
Of." Adoption of SFAS No. 121 is required for fiscal
years beginning after December 15, 1995. The Company
will adopt this new standard effective January 1, 1996,
and believes it will not have a material impact on the
Company's consolidated financial position or results of
operations.
Item 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
OVERVIEW
The following discussion and analysis presents factors
which affected the results of operations for the three and
six months ended June 30, 1995 (respectively, the "current
periods"), and the financial position as of June 30, 1995,
of Oklahoma Gas and Electric Company ("OG&E") and its wholly-
owned non-utility subsidiary, Enogex Inc. and its
<PAGE> 5
subsidiaries ("Enogex") (collectively, the "Company").
Unless indicated otherwise, all comparisons are with the
corresponding periods of the prior year.
As reported in the Company's Form 10-K for the year
ended December 31, 1994, the Company restructured and
redesigned its operations to reduce costs and to more
favorably position itself for the competitive electric
utility environment. As part of this process, the Company
offered a Voluntary Early Retirement Package ("VERP") and a
severance package in 1994. These two packages resulted in a
reduction of the Company's workforce by approximately 900
employees. Pursuant to an order by the Oklahoma Corporation
Commission ("OCC"), OG&E was permitted to amortize the
December 31, 1994, regulatory asset of $48.9 million over 26
months and reduce electric rates by approximately $15
million annually, effective January 1995. At June 30, 1995,
the unamortized regulatory asset was $37.6 million, which is
included on the Consolidated Balance Sheets as Deferred
Charges - Other. In 1995 and 1996, the labor savings are
expected to substantially offset the amortization of the
regulatory asset and the annual rate reduction of $15
million.
On July 19, 1995, the Company announced its intent to
create a holding company that would be the parent company of
OG&E and Enogex. See Item 5 of Part II of this Report.
REVENUES
Total operating revenues decreased $42.5 million or
12.3 percent and $80.0 million or 12.7 percent in the
current periods. These decreases were primarily
attributable to lower kilowatt-hour sales, the recovery of
lower fuel costs, the $15.0 million annual rate reduction
that took effect in January 1995, a non-recurring, fuel-
related revenue item in 1994, and lower Enogex revenues.
These reductions were partially offset by continued growth
in the number of electric customers.
The increase in customers only partially offset the
impact of mild weather in the Company's service area,
resulting in decreases of 7.8 percent and 3.9 percent in
kilowatt-hour sales to OG&E customers ("system sales") for
the current periods. The decreases in system sales were
partially offset by significant increases in sales to other
utilities in the current periods. However, sales to other
utilities are at much lower prices per kilowatt-hour and
have less impact on operating revenues and income than
system sales.
Enogex revenues decreased 31.9 percent and 30.9 percent
in the current periods. These reductions were due to
decreased sales in the marketing (i.e., buying and selling)
of natural gas and a decline in the price of natural gas.
EXPENSES
Total operating expenses decreased $34.9 million or
11.8 percent and $70.1 million or 12.5 percent for the
current periods, due to reduced fuel expense, lower
maintenance expenses, labor savings from the workforce
reduction and lower prices paid for gas purchased for resale
<PAGE> 6
to third parties by Enogex. Fuel expense decreased $3.9
million or 5.9 percent and $17.4 million or 13.5 percent for
the current periods. The decrease in the 3 months ended
June 30, 1995, was due to lower prices of natural gas in the
spot market. The decrease in the 6 months ended June 30,
1995, was primarily attributable to shifting the fuel mix to
a higher percentage of coal. Variances in the actual cost
of fuel used in electric generation and certain purchased
power costs, as compared to that component in cost-of-
service for ratemaking, are passed through to OG&E's
electric customer through automatic fuel adjustment clauses.
The automatic fuel adjustment clauses are subject to
periodic review by the OCC, the Arkansas Public Service
Commission ("APSC") and the Federal Energy Regulatory
Commission ("FERC"). Enogex Inc. owns and operates a
pipeline business that delivers natural gas to the
generating stations of OG&E. The OCC, the APSC and the FERC
have authority to examine the appropriateness of any gas
transportation charges or other fees OG&E pays Enogex, which
OG&E seeks to recover through the fuel adjustment clause or
other tariffs. The APSC is presently reviewing the gas
transportation charges OG&E paid Enogex for periods prior to
1994. (See Item 1 of Part II of this Report for related
discussion.)
Enogex's gas purchased for resale decreased $11.3
million or 36.8 percent and $28.5 million or 41.9 percent in
the current periods due to lower volumes in its marketing
of natural gas and a decline in the market price of natural
gas purchases.
Significant decreases in maintenance costs during the
current periods were due to the workforce reduction and
efficiencies gained in the maintenance of the Company's
power plants.
Depreciation and amortization increased in the six
months ended June 30, 1995, primarily due to higher oil and
gas production volumes (based on units of production
depreciation method) and amortization of a gas sales
contract by Enogex.
Current income taxes in the three months ended June 30,
1995, were down due to lower pre-tax earnings. In the six-
month period, lower pre-tax earnings were partially offset
by costs related to the VERP which are not currently
deductible for income tax purposes.
The decreases in interest charges in the current
periods were primarily attributable to Enogex's refinancing
of $90 million of medium-term notes in August 1994 and
OG&E's refinancing of $79,050,000 of tax exempt bonds in
January 1995.
EARNINGS
Net income decreased $6.8 million or 22.0 percent and
$9.2 million or 28.2 percent during the current periods.
The decreases in earnings reflect the effects of the revenue
and expense items discussed above.
<PAGE> 7
LIQUIDITY AND CAPITAL REQUIREMENTS
The Company meets its cash needs through internally
generated funds, permanent financing and short-term
borrowings. Internally generated funds and short-term
borrowings are expected to meet virtually all of the
Company's capital requirements through the remainder of
1995. Short-term borrowings will continue to be used to
meet temporary cash requirements.
In August 1994, Enogex temporarily refinanced its $90
million of outstanding medium-term notes with short-term
borrowings. In August 1995, Enogex issued $90 million of
medium-term notes at 6.96 percent to replace the short-term
borrowings.
In January 1995, OG&E refinanced its obligations with
respect to $47,000,000 of 5-7/8 percent Pollution Control
Revenue Bonds due December 1, 2007, and $32,050,000 of 6-3/4
percent Pollution Control Revenue Bonds due March 1, 2006,
through the issuance of two new series of pollution control
bonds bearing interest at variable, tax-exempt rates. These
refinancings are resulting in lower long-term interest rates
during 1995.
In August 1995, OG&E anticipates filing a registration
statement for the sale of up to $220 million of long-term
debt. Assuming favorable market conditions, OG&E plans to
issue all or part of the debt to refinance one or more
series of its outstanding first mortgage bonds bearing
higher interest rates.
Like any business, the Company is subject to numerous
contingencies, many of which are beyond its control. For
discussion of significant contingencies that could affect
the Company, reference is made to Part II, Item 1 "Legal
Proceedings" of this Form 10-Q and to "Management's
Discussion and Analysis" and Notes 9 and 10 of Notes to the
Consolidated Financial Statements in the Company's 1994 Form
10-K.
<PAGE> 8
PART II. OTHER INFORMATION
Item 1 LEGAL PROCEEDINGS
Reference is made to Item 3 of the Company's 1994 Form
10-K for a description of certain legal proceedings
presently pending. Except as set forth below, there are no
new significant cases to report for Oklahoma Gas and
Electric Company or its subsidiary, Enogex Inc., and there
have been no significant changes in the previously reported
proceedings.
Reference is made to paragraph No. 1 under Item 3
"Legal Proceedings" of the Company's 1994 Form 10-K
involving a breach of contract claim by Puritan Oil and Gas
Corporation against OG&E. On January 4, 1994, the United
States District Court for the Western District of Oklahoma
dismissed Count III of Plaintiffs' claim. Plaintiffs'
appeal of this order was denied on January 11, 1995, by the
10th Circuit Court of Appeals pursuant to a stipulation of
the parties. The remaining breach of contract claims were
submitted to private binding arbitration. The first and
second phases of the arbitration have been concluded and the
third stage is expected to be completed by late 1995.
Management does not believe the outcome of this proceeding
will have a material adverse effect on the Company's
consolidated financial position or its results of operations
for numerous reasons, which include that the underlying
dispute between the parties is a contractual dispute under a
gas purchase contract. Management intends to vigorously
pursue the defense of this matter.
Reference is made to paragraph No. 4 under Item 3
"Legal Proceedings" of the Company's 1994 Form 10-K
involving an Environmental Protection Agency ("EPA")
administrative action involving OG&E and Martha C. Rose
Chemicals, Inc. The site has since been remediated by the
Steering Committee and is currently in the final stages of
closure with the EPA. Based on the current stage of this
proceeding, management does not believe this proceeding will
have a material adverse effect on the Company's consolidated
financial position or its results of operations.
The APSC is currently reviewing the amounts that OG&E
paid Enogex, and recovered through its fuel adjustment
clause, prior to 1994 for transporting natural gas to OG&E's
gas-fired generating stations. OG&E cannot predict what
actions the APSC will take or the amount of refunds, if any,
that may be requested. Nevertheless, at the present time,
management does not believe this proceeding will have a
material adverse effect on the Company's consolidated
financial position or its results of operations.
<PAGE> 9
Item 4 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
(a) The Company's Annual Meeting of Shareowners was
held on May 18, 1995.
(b) Not applicable.
(c) The matters voted upon and the results of the
voting at the Annual Meeting were as follows:
(1) The Shareowners voted to elect the Company's
nominees for election to the Board of
Directors as follows:
James G. Harlow, Jr. - 38,409,695 votes for
election and 783,458 votes withheld
Bill Swisher - 38,393,795 votes for election
and 799,358 votes withheld
John A. Taylor - 38,363,635 votes for
election and 829,518 votes withheld
<TABLE>
<CAPTION>
(2) The Shareowners voted in favor of an amendment to OG&E's
Restated Certificate of Incorporation that removed limits
on unsecured indebtedness as follows:
votes votes votes
for withheld abstained
--------- -------------- ---------------
<S> <C> <C> <C>
Common Stock 27,138,700 3,393,747 1,329,625
4% Cumulative
Preferred Stock 2,370,920 341,568 113,616
Cumulative Preferred Stock,
par value $100 per share 291,040 12,519 2,182
</TABLE>
(d) Not applicable.
<PAGE> 10
Item 5 OTHER INFORMATION
As previously reported in the Company's Form 8-K, dated
July 26, 1995 (File No. 1-1097), OG&E's Board of Directors
named Steven E. Moore, President and Chief Operating
Officer. Mr. Moore previously served as Senior Vice
President, Law and Public Affairs. James G. Harlow, Jr.
retained the title of Chairman of the Board and Chief
Executive Officer.
Also, as previously reported, OG&E has proposed a
corporate restructuring pursuant to which it will become a
subsidiary of a newly-formed holding company (the "Holding
Company") and OG&E's common stock will be exchanged on a
share-for-share basis for common stock of the Holding
Company. OG&E's outstanding preferred stock and first
mortgage bonds will not be exchanged and will continue
unchanged as preferred stock and first mortgage bonds of
OG&E. Also, as a part of this restructuring, OG&E's
subsidiary, Enogex Inc., will become a direct subsidiary of
the Holding Company. The restructuring is subject to
certain conditions, including shareowner approval and the
receipt of regulatory approvals. Reference is made to the
Company's Form 8-K, dated August 3, 1995 (File No. 1-1097),
which contains certain pro forma financial information of
OG&E after giving effect to the restructuring, including the
transfer of Enogex to the Holding Company. Such Form 8-K is
incorporated herein by this reference.
Item 6 EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
27.01 - Financial Data Schedule.
99.01 - Form 8-K Report, dated August 3, 1995,
(File No. 1-1097) of Oklahoma Gas and Electric
Company (incorporated by reference herein).
(b) Reports on Form 8-K
A Form 8-K Current Report under Item 5, dated July 26,
1995, reported the appointment of a new Company President and
approval to create a holding company at the Board of Directors'
meeting held on July 19, 1995.
A Form 8-K Current Report under Item 7, dated August 3, 1995,
reported pro forma financial information regarding the proposed
reorganization of the Company.
<PAGE> 11
SIGNATURES
Pursuant to the requirements of the Securities Exchange
Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned thereunto duly
authorized.
OKLAHOMA GAS AND ELECTRIC COMPANY
(Registrant)
By /s/ D. L. Young
----------------------------
D. L. Young
Controller
(On behalf of the registrant and in
his capacity as Chief Accounting Officer)
August 10, 1995
<PAGE> 12
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT NO. DESCRIPTION
----------- -----------
<S> <C>
27.01 Financial Data Schedule
99.01 Form 8-K Report, dated August 3, 1995 (File No. 1-1097) of
Oklahoma Gas and Electric Company (incorporated by
reference herein).
</TABLE>
<TABLE> <S> <C>
<ARTICLE> UT
<LEGEND>
This schedule contains summary financial information extracted from the Oklahoma
Gas and Electric Company Consolidated Statements of Income, Balance Sheets, and
Statements of Cash Flows as reported on Form 10-Q as of June 30, 1995 and is
qualified in its entirety by reference to such Form 10-Q.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1995
<BOOK-VALUE> PER-BOOK
<TOTAL-NET-UTILITY-PLANT> 2,330,006
<OTHER-PROPERTY-AND-INVEST> 8,321
<TOTAL-CURRENT-ASSETS> 292,005
<TOTAL-DEFERRED-CHARGES> 130,482
<OTHER-ASSETS> 0
<TOTAL-ASSETS> 2,760,814
<COMMON> 116,177
<CAPITAL-SURPLUS-PAID-IN> 395,040
<RETAINED-EARNINGS> 378,528
<TOTAL-COMMON-STOCKHOLDERS-EQ> 889,745
0
49,973
<LONG-TERM-DEBT-NET> 731,215
<SHORT-TERM-NOTES> 90,000
<LONG-TERM-NOTES-PAYABLE> 0
<COMMERCIAL-PAPER-OBLIGATIONS> 132,900
<LONG-TERM-DEBT-CURRENT-PORT> 800
0
<CAPITAL-LEASE-OBLIGATIONS> 4,317
<LEASES-CURRENT> 1,493
<OTHER-ITEMS-CAPITAL-AND-LIAB> 860,371
<TOT-CAPITALIZATION-AND-LIAB> 2,760,814
<GROSS-OPERATING-REVENUE> 550,629
<INCOME-TAX-EXPENSE> 10,098
<OTHER-OPERATING-EXPENSES> 479,323
<TOTAL-OPERATING-EXPENSES> 489,421
<OPERATING-INCOME-LOSS> 61,208
<OTHER-INCOME-NET> (8)
<INCOME-BEFORE-INTEREST-EXPEN> 61,200
<TOTAL-INTEREST-EXPENSE> 37,803
<NET-INCOME> 23,397
1,158
<EARNINGS-AVAILABLE-FOR-COMM> 22,239
<COMMON-STOCK-DIVIDENDS> 53,671
<TOTAL-INTEREST-ON-BONDS> 30,924
<CASH-FLOW-OPERATIONS> 107,657
<EPS-PRIMARY> .55
<EPS-DILUTED> .55
</TABLE>
