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): June 17, 1998
COMMISSION REGISTRANT, STATE OF INCORPORATION, I.R.S. EMPLOYER
FILE NUMBER ADDRESS AND TELEPHONE NUMBER IDENTIFICATION NO.
1-1443 CENTRAL AND SOUTH WEST CORPORATION 51-0007707
(A Delaware Corporation)
1616 Woodall Rodgers Freeway
Dallas, Texas 75202-1234
(214) 777-1000
1-3146 SOUTHWESTERN ELECTRIC POWER COMPANY 72-0323455
(A Delaware Corporation)
428 Travis Street
Shreveport, Louisiana 71156-0001
(318) 222-2141
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FORWARD LOOKING INFORMATION
This report made by Central and South West Corporation (CSW) and its
subsidiaries contains forward looking statements within the meaning of Section
21E of the Exchange Act. Although CSW and each of its subsidiaries believe that,
in making any such statements, their expectations are based on reasonable
assumptions, any such statements may be influenced by factors that could cause
actual outcomes and results to be materially different from those projected.
Important factors that could cause actual results to differ materially from
those in the forward looking statements include, but are not limited to: the
impact of general economic changes in the U.S. and in countries in which CSW
either currently has made or in the future may make investments; the impact of
deregulation on the U.S. electric utility business; increased competition and
electric utility industry restructuring in the U.S.; the impact of the proposed
American Electric Power Company, Inc. (AEP) merger, other merger and acquisition
activity, or the inability to consummate the AEP merger; federal and state
regulatory developments and changes in law which may have a substantial adverse
impact on the value of CSW system assets; timing and adequacy of rate relief;
adverse changes in electric load and customer growth; climatic changes or
unexpected changes in weather patterns; changing fuel prices, generating plant
and distribution facility performance; decommissioning costs associated with
nuclear generating facilities; uncertainties in foreign operations and foreign
laws affecting CSW's investments in those countries; the effects of retail
competition in the natural gas and electricity distribution and supply
businesses in the United Kingdom; and the timing and success of efforts to
develop domestic and international power projects. In the non-utility area, the
aforementioned factors would also apply, and, in addition, would include, but
are not limited to: the ability to compete effectively in new areas, including
telecommunications, power marketing and brokering, and other energy related
services, as well as evolving federal and state regulatory legislation and
policies that may adversely affect those industries generally or the CSW
system's business in areas in which it operates.
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ITEM 5. OTHER EVENTS
On June 17, 1998, Southwestern Electric Power Company issued a news
release, which is attached as an exhibit, that expressed its intent to appeal a
U.S. District Court ruling that disqualified its bid for Cajun Electric Power
Cooperative.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
Exhibit 99.1 CSW News Release dated June 17, 1998.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
each registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
CENTRAL AND SOUTH WEST CORPORATION
Date: June 22, 1998
By: /S/ LAWRENCE B. CONNORS
Lawrence B. Connors
Controller
SOUTHWESTERN ELECTRIC POWER COMPANY
Date: June 22, 1998
By: /S/ R. RUSSELL DAVIS
R. Russell Davis
Controller
SWEPCO
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
Contact Peter Main (318) 673-3530
SWEPCO TO APPEAL DISQUALIFICATION OF CAJUN BID
SHREVEPORT, LA (June 17, 1998) - Southwestern Electric Power Company
officials said today the company will appeal Tuesday's U.S. District Court
ruling that disqualified SWEPCO's bid for Cajun Electric Power Cooperative. The
District Court, disagreeing with the findings and conclusions of the Bankruptcy
Court, reversed the Sept. 8, 1997, Bankruptcy Court order that confirmed
SWEPCO's right to reimburse the group of seven cooperatives for $1 million in
legal expenses, with court review to assure specific expenses are reasonable.
"We will vigorously pursue an appeal of the District Court's decision,"
said SWEPCO President Mike Madison. "We strongly disagree with the District
Court's reversal of the U.S. Bankruptcy Court on this issue. Last July, the
Bankruptcy Court heard six days of evidence and arguments on the Cajun estate
trustee's allegations that SWEPCO provided a total of $1 million to the
cooperatives to buy their support for the SWEPCO plan. After the hearing, the
court found from the overwhelming evidence that there was no impropriety on the
part of SWEPCO or the seven cooperatives, and there was no credible evidence to
the contrary. We believe that was the right decision."
On Tuesday, the District Court disqualified the SWEPCO plan from the
bankruptcy process and ordered the seven cooperatives to return the funds
reimbursed by SWEPCO. The District Court judge also said he is requesting that
the U.S. Attorney in the Middle District of Louisiana review the matter for
possible violations of criminal law.
"We believe our actions, consistent with the evidence presented in the
Bankruptcy Court, were entirely proper. We will address any questions that may
arise," Madison said.
-more-
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SWEPCO
Page 2
The seven cooperatives have been co-plan proponents with SWEPCO since
the joint plan was filed in April 1996. They are Beauregard Electric
Cooperative, Inc., Dixie Electric Membership Corp., Jefferson Davis Electric
Cooperative, Inc., Northeast Louisiana Power Cooperative, Inc., South Louisiana
Electric Cooperative Association, Valley Electric Membership Corp. and
Washington-St. Tammany Electric Cooperative, Inc.
SWEPCO's joint plan has been one of three proposed reorganization plans
in the Cajun Electric bankruptcy. The other two plans are offered by (1) the
trustee, who is supporting Louisiana Generating LLC, a partnership of NRG Energy
Inc., Zeigler Coal Holding Co. and Southern Energy International; and (2) Enron
Capital & Trade Resources and the Official Unsecured Creditors Committee.
Louisiana Generating and Enron had joined in the trustee's action
against SWEPCO and the cooperatives. The effect of the District Court decision,
unless overturned on appeal, is to eliminate the proposed SWEPCO plan of
reorganization from further consideration by the Bankruptcy Court during the
confirmation proceedings.
Southwestern Electric Power Co., based in Shreveport, La., is a
subsidiary of Central and South West Corp. (NYSE:CSR), a Dallas-based public
utility holding company.
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