UNITED STATES
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 (Date of earliest event reported): April 16, 1997
COMMISSION REGISTRANT, STATE OF INCORPORATION, I.R.S. EMPLOYER
FILE NUMBER ADDRESS AND TELEPHONE NUMBER IDENTIFICATION NO.
0-343 PUBLIC SERVICE COMPANY OF OKLAHOMA 73-0410895
(An Oklahoma Corporation)
212 East 6th Street
Tulsa, Oklahoma 74119-1212
(918) 599-2000
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ITEM 5. OTHER EVENTS
PUBLIC SERVICE COMPANY OF OKLAHOMA (PSO) RECENT DEVELOPMENTS
RESULTS OF OPERATIONS
Net income for common stock increased 43% to $7.6 million during the first
quarter of 1997 from $5.3 million during the first quarter of 1996. Electric
operating revenues increased $7.7 million in the first quarter of 1997 as
compared to the first quarter of 1996 due primarily to a $4.6 million increase
in fuel revenues as well as a $2.8 million increase in non-KWH related revenues.
This increase was partially offset by increases to depreciation resulting from
increases in depreciable property and higher ad valorem tax expense as well as
increased fuel and purchased power expense that corresponds to the increase in
fuel revenue.
INDUSTRY RESTRUCTURING LEGISLATION
A bill calling for retail competition by July 1, 2002 has been passed in each
of the Oklahoma House and Senate. This bill is expected to be signed into law
shortly which will direct the Corporation Commission of the State of Oklahoma
(Oklahoma Commission) to study all relevant issues relating to restructuring and
issue reports on such issues, along with appropriate recommendations, to the
Joint Electric Utility Task Force, a 14-member panel with an equal number of
members from each house of the Oklahoma Legislature. The bill also directs the
Oklahoma Tax Commission to study the impacts of restructuring on taxes. The bill
prohibits the Oklahoma Commission or the Oklahoma Tax Commission from
promulgating any rules or issuing any orders relating to restructuring without
prior express authorization of the Oklahoma Legislature or the Joint Electric
Utility Task Force. PSO cannot presently predict the timing and effects of any
such legislation.
TENDER OFFER/PROXY SOLICITATION
On April 16, 1997, PSO's parent holding company, Central and South West
Corporation (CSW), completed a tender offer for any and all shares of PSO's
outstanding preferred stock. PSO's preferred shareholders tendered, and CSW has
accepted for payment, approximately 52,957 preferred shares of PSO's 4.00%
Series and approximately 91,934 preferred shares of PSO's 4.24% Series (or
approximately 73.2% of PSO's outstanding preferred stock) pursuant to the tender
offer. PSO intends to repurchase these preferred shares from CSW and then retire
and cancel the shares. The total consideration expected to be paid by PSO for
the repurchased preferred shares is approximately $9.9 million. Additionally, at
a special meeting of stockholders held on April 16, 1997, PSO's preferred and
common shareholders approved and adopted an amendment to PSO's Restated
Certificate of Incorporation which eliminated a provision limiting the amount of
unsecured debt that PSO can issue.
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SIGNATURE
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 hereunto duly authorized.
PUBLIC SERVICE COMPANY OF OKLAHOMA
Date: April 23, 1997
By: /S/ R. RUSSELL DAVIS
R. Russell Davis
Controller
