<PAGE> File No. 70-8237
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________________
Post-Effective Amendment No. 4 to
FORM U-1
________________________________
APPLICATION OR DECLARATION
under the
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
* * *
AEP GENERATING COMPANY
1 Riverside Plaza, Columbus, Ohio 43215
(Name of company filing this statement and
address 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)
* * *
A. A. Pena, Treasurer
AMERICAN ELECTRIC POWER COMPANY, INC.
1 Riverside Plaza, Columbus, Ohio 43215
John F. Di Lorenzo, Jr., Associate General Counsel
AMERICAN ELECTRIC POWER SERVICE CORPORATION
1 Riverside Plaza, Columbus, Ohio 43215
(Names and addresses of agents for service)
The undersigned American Electric Power Company, Inc.,
registered holding company ("AEP"), and AEP Generating Company, a
subsidiary of AEP ("Generating"), hereby amend the Application or
Declaration on Form U-1, as amended, in File No. 70-8237 as
follows:
1. By amending ITEM 1 to restate the paragraph immediately
preceding the section captioned "Compliance with Rule 54" to read
as follows:
Therefore, Generating hereby requests authority to
issue dividends out of other paid in capital through
December 31, 2002 to the fullest extent of applicable law
without restriction as to a ratio of debt to equity.
SIGNATURE
Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, the undersigned companies have duly caused
this Post-Effective Amendment to be signed on their behalf by the
undersigned thereunto duly authorized.
AMERICAN ELECTRIC POWER COMPANY, INC.
AEP GENERATING COMPANY
By: /s/ G. P. Maloney
G. P. Maloney
Vice President
Dated: July 9, 1997
