35-CERT 1 drpq401.txt 4TH QUARTER 2001, AEP DIVIDEND REINVESTMENT UNITED STATES OF AMERICA before the SECURITIES AND EXCHANGE COMMISSION ---------------------------------------------- : In the Matter of : : AMERICAN ELECTRIC POWER COMPANY, INC. : CERTIFICATE Columbus, Ohio 43215 : OF : NOTIFICATION (70-5943) : : PUBLIC UTILITY HOLDING COMPANY ACT OF 1935 : ---------------------------------------------- THIS IS TO CERTIFY that, in accordance with the terms and conditions of and for the purposes represented by the declaration, as amended, of American Electric Power Company, Inc. (the "Company") in the above-captioned file and the orders of the Securities and Exchange Commission with respect thereto (HCAR No. 19879, dated February 8, 1977; HCAR No. 19992, dated April 19, 1977; HCAR No. 20111, dated October 14, 1977; HCAR No. 20506, dated April 19, 1978; HCAR No. 20979, dated March 29, 1979; HCAR No. 21180, dated August 8, 1979; HCAR No. 21544, dated May 1, 1980; HCAR No. 22113, dated June 30, 1981; HCAR No. 22539, dated June 15, 1982; HCAR No. 22989, dated June 29, 1983; HCAR No. 23353, dated June 29, 1984; HCAR No. 23538, dated December 19, 1984; HCAR No. 23754, dated October 1, 1985; HCAR No. 23980, dated January 3, 1986; HCAR No. 24534, dated December 18, 1987; HCAR No. 25233, dated December 27, 1990; HCAR No. 25936, dated December 1, 1993; HCAR No. 26516 dated May 10, 1996; HCAR No. 26553, dated August 13, 1996; HCAR No. 27186, dated June 14, 2000 in file 70-9381; and HCAR No. 27258, dated December 19, 2000) during the period from October 1, 2001, through December 31, 2001, the Company issued a total of -0- shares of its Common Stock, $6.50 par value ("Common Stock"), to Stanley & Co. [a nominee of EquiServe Trust Company, N.A. ("EquiServe")], at a total purchase price of $-0-, for the accounts of participants in the Company's Dividend Reinvestment and Direct Stock Purchase Plan (the "Plan"). During such period, EquiServe, as Agent under the Plan, purchased on the open market for the accounts of participants a total of 424,261 shares of the Company's Common Stock, at a total purchase price of $17,959,448.00. These transactions are set forth in more detail in the attached Schedule I, incorporated herein by reference. AMERICAN ELECTRIC POWER COMPANY, INC. By: /s/ A. A. Pena ------------------------------- Treasurer Dated: July 17, 2002 SCHEDULE I to CERTIFICATE OF NOTIFICATION (#70-5943) of AMERICAN ELECTRIC POWER COMPANY, INC. For the Period October 1 - December 31, 2001 TRANSACTIONS THIS PERIOD: - ORIGINAL ISSUE SHARES - SHARES PRICE TOTAL PERIOD ISSUED PER SHARE PURCHASE PRICE TOTAL O/I PURCHASE -0- $-0- - OPEN MARKET PURCHASES - SHARES AVERAGE PRICE TOTAL DATE PURCHASED PER SHARE PURCHASE PRICE 10/02/2001 7,440 44.407 $ 330,388.41 10/09/2001 3,224 44.854 144,609.30 10/16/2001 12,989 44,450 577,361.05 10/23/2001 5,834 43.178 251,900.45 10/30/2001 8,637 42.065 363,315.41 11/06/2001 8,104 43.535 352,807.64 11/13/2001 3,621 44.050 159,505.05 11/20/2001 9,138 42.564 388,949.83 11/27/2001 5,194 42.466 220,568.40 12/04/2001 7,534 41.925 315,854.48 12/05/2001 40,000 42,691 1,707,640.00 12/06/2001 40,000 41.953 1,678,120.00 12/07/2001 40,000 42.560 1,702,400.00 12/10/2001 50,000 42,250 2,112,500.00 12/10/2001 25,000 42.280 1,057,000.00 12/11/2001 44,000 42.226 1,857,944.00 12/11/2001 9,115 42.046 383,249.29 12/12/2001 50,000 41.150 2,057,500.00 12/13/2001 20,932 42.227 883,895.56 12/13/2001 17,964 42.227 758,565.83 12/18/2001 8,887 41.488 368,703.86 12/26/2001 6,648 43.121 286,669.44 TOTAL O/M PURCHASE 424,261 $17,959,448.00 ======= ============== - TOTAL ACTIVITY THIS PERIOD - SHARES TOTAL PURCHASED PURCHASE PRICE O/I Shares -0- $ -0- O/M Purchases 424,261 $17,959,448.00 ------- -------------- TOTAL ACTIVITY 424,261 $17,959,448.00 ======= ============== PAGE TWO SCHEDULE I to CERTIFICATE OF NOTIFICATION (#70-5943) of AMERICAN ELECTRIC POWER COMPANY, INC. For the Period October 1 - December 31, 2001 CUMULATIVE SUMMARY OF TRANSACTIONS: - ORIGINAL ISSUE SHARES - TOTAL SHARES ISSUED PURCHASE PRICE Totals from last report 47,773,594 $1,008,340,148.37 Transactions this period -0- $ -0- ---------- ---------------- Total Original Issue Shares 47,773,594 $1,008,340,148.37 ========== ================= - OPEN MARKET PURCHASES - TOTAL SHARES ISSUED PURCHASE PRICE Totals from last report 23,249,436 $733,023,136.80 Transactions this period 424,261 $ 17,959,448.00 ---------- --------------- Total Open Market Shares 23,673,697 $750,982,584.80 ========== ===============