-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VAPROqEcJ69XQ+eewiIcy84UyMttRHhZGK0hDxEGyby0ZafI7QU5OxIYKagJBlHw yUrO10QNJEaTgKnCHRDKbQ== 0000004904-99-000081.txt : 19990603 0000004904-99-000081.hdr.sgml : 19990603 ACCESSION NUMBER: 0000004904-99-000081 CONFORMED SUBMISSION TYPE: POS AMC PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19990602 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN ELECTRIC POWER COMPANY INC CENTRAL INDEX KEY: 0000004904 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 134922640 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: POS AMC SEC ACT: SEC FILE NUMBER: 070-08693 FILM NUMBER: 99639405 BUSINESS ADDRESS: STREET 1: 1 RIVERSIDE PLZ CITY: COLUMBUS STATE: OH ZIP: 43215 BUSINESS PHONE: 6142231000 FORMER COMPANY: FORMER CONFORMED NAME: KINGSPORT UTILITIES INC DATE OF NAME CHANGE: 19660906 POS AMC 1 FORM U-1 PEA#4 AEPCO File No. 70-8693 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 *** AMERICAN ELECTRIC POWER COMPANY, INC. 1 Riverside Plaza, Columbus, Ohio 43215 AEP GENERATING COMPANY 1 Riverside Plaza, Columbus, Ohio 43215 APPALACHIAN POWER COMPANY 40 Franklin Road, S.W., Roanoke, Virginia 24011 COLUMBUS SOUTHERN POWER COMPANY 215 North Front Street, Columbus, Ohio 43215 INDIANA MICHIGAN POWER COMPANY One Summit Square, P. O. Box 60, Fort Wayne, Indiana 46801 KENTUCKY POWER COMPANY 1701 Central Avenue, Ashland, Kentucky 41101 KINGSPORT POWER COMPANY 40 Franklin Road, S. W. Roanoke, Virginia 24011 OHIO POWER COMPANY 301 Cleveland Avenue, S. W., Canton, Ohio 44701 WHEELING POWER COMPANY 51 Sixteenth St., Wheeling, West Virginia 26003 (Name of company or companies filing this statement and addresses 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 SERVICE CORPORATION 1 Riverside Plaza, Columbus, Ohio 43215 John F. DiLorenzo, Jr., Associate General Counsel AMERICAN ELECTRIC POWER SERVICE CORPORATION 1 Riverside Plaza, Columbus, Ohio 43215 (Names and addresses of agents for service) American Electric Power Company, Inc. ("American"), AEP Generating Company ("Generating"), Appalachian Power Company ("Appalachian"), Columbus Southern Power Company ("Columbus"), Indiana Michigan Power Company ("Indiana"), Kentucky Power Company ("Kentucky"), Kingsport Power Company ("Kingsport"), Ohio Power Company ("Ohio") and Wheeling Power Company ("Wheeling") (collectively, "the Companies") propose to amend their Application/Declaration on Form U-1 in File No. 70-8693. Background: By Order dated May 4, 1998 (HCAR No. 35-26867) in this File, the Companies were authorized to incur short-term indebtedness, through December 31, 2003, through the issuance and sale of short-term notes to banks and commercial paper to dealers in commercial paper in aggregate amounts not to exceed the following: Company Amount American $500,000,000 Appalachian 325,000,000 Columbus 300,000,000 Indiana 300,000,000 Kentucky 150,000,000 Generating 100,000,000 Kingsport 30,000,000 Ohio 400,000,000 Wheeling 30,000,000 Total: $2,135,000,000 The Companies propose to amend this filing to increase the amount of short-term debt authorized from $2,135,000,000 to $2,460,000 as follows: Company Amount American $500,000,000 Appalachian 325,000,000 Columbus 350,000,000 Indiana 500,000,000 Kentucky 150,000,000 Generating 125,000,000 Kingsport 30,000,000 Ohio 450,000,000 Wheeling 30,000,000 Total: $2,460,000,000 Therefore, the application on Form U-1 is amended as follows: 1. The first paragraph of ITEM 1 DESCRIPTION OF TRANSACTIONS is hereby amended to read as follows: A. Short-Term Indebtedness The Companies hereby request authorization to incur short-term indebtedness, from time to time during the period through December 31, 2003, through the issuance and sale of notes to banks and commercial paper to dealers in commercial paper and AEP Generating Company ("Generating"), Kingsport Power Company ("Kingsport"), and Wheeling Power Company ("Wheeling") request authorization to incur short-term indebtedness during such period through the issuance and sale of notes to banks, as funds may be required, in an aggregate amount not to exceed the amounts outstanding at any one time as follows: Company Amount ------- ------ American $500,000,000 Appalachian 325,000,000 Columbus 350,000,000 Indiana 500,000,000 Kentucky 150,000,000 Generating 125,000,000 Kingsport 30,000,000 Ohio 450,000,000 Wheeling 30,000,000 2. Section E in ITEM 1 COMPLIANCE WITH RULE 54 is amended by restating such section as follows: E. Compliance with Rule 54 Rule 54 provides that in determining whether to approve certain transactions other than those involving an exempt wholesale generator ("EWG") or a foreign utility company ("FUCO"), as defined in the 1935 Act, the Commission will not consider the effect of the capitalization or earnings of any subsidiary which is an EWG or FUCO if Rule 53(a), (b) and (c) are satisfied. As set forth below, all applicable conditions of Rule 53(a) are currently satisfied and none of the conditions set forth in Rule 53(b) exist or will exist as a result of the transactions proposed herein, thereby satisfying such provision and making Rule 53(c) inapplicable. Rule 53(a)(1). As of March 31, 1999, American, through its subsidiary, AEP Resources, Inc., had aggregate investment in FUCOs of $823,265,000. This investment represents approximately 48.6% of $1,693,698,000, the average of the consolidated retained earnings of American reported on Forms 10-Q and 10-K for the four consecutive quarters ended March 31, 1999. Rule 53(a)(2). Each FUCO in which American invests will maintain books and records and make available the books and records required by Rule 53(a)(2). Rule 53(a)(3). No more than 2% of the employees of the operating company subsidiaries of American will, at any one time, directly or indirectly, render services to any FUCO. Rule 53(a)(4). American has submitted and will submit a copy of Item 9 and Exhibits G and H of American's Form U5S to each of the public service commissions having jurisdiction over the retail rates of American's operating company subsidiaries. Rule 53(b). (i) Neither American nor any subsidiary of American is the subject of any pending bankruptcy or similar proceeding; (ii) American's average consolidated retained earnings for the four most recent quarterly periods ($1,693,698,000) represented an increase of approximately $19,477,000 (or 1%) in the average consolidated retained earnings from the previous four quarterly periods ($1,674,221,000); and (iii) for the fiscal year ended December 31, 1998, American did not report operating losses attributable to American's direct or indirect investments in EWGs and FUCOs American was authorized to invest up to 100% of its consolidated retained earnings in EWGs and FUCOs (HCAR No. 26864, April 27, 1998) (the '100% Order') in File No. 70-9021. In connection with its consideration of American's application for the 100% Order, the Commission reviewed American's procedures for evaluating EWG or FUCO investments. Based on projected financial ratios and on procedures and conditions established to limit the risks to American involved with investments in EWGs and FUCOs, the Commission determined that permitting American to invest up to 100% of its consolidated retained earnings in EWGs and FUCOs would not have a substantial adverse impact upon the financial integrity of the AEP System, nor would it have an adverse impact on any of the operating company subsidiaries or their customers, or on the ability of state commissions to protect the operating company subsidiaries or their customers. Since similar considerations are involved hereunder with respect to Rule 54, Applicant should not be required to make subsequent Rule 54 filings once American's aggregate investment in EWGs and FUCOs exceeds 50% of its consolidated retained earnings. 3. ITEM 5 PROCEDURE is amended by restating such section as follows: ITEM 5. PROCEDURE. It is requested, pursuant to Rule 23(c) of the Rules and Regulations of the Commission, that the Commission's Order granting this Post-Effective Amendment to its Application or Declaration on Form U-1 be issued on or before July 15, 1999. American, Appalachian, Columbus, Generating, Indiana, Kentucky, Kingsport, Ohio and Wheeling waive any recommended decision by a hearing officer or by any other responsible officer of the Commission and waive the 30-day waiting period between the issuance of the Commission's Order and the date it is to become effective, since it is desired that the Commission's Order, when issued, become effective forthwith. American, Appalachian, Columbus, Generating, Indiana, Kentucky, Kingsport, Ohio and Wheeling consent to the Office of Public Utility Regulation assisting in the preparation of the Commission's decision and/or Order in this matter, unless the Office of Public Utility Regulation opposes the matters covered by this Application or Declaration on Form U-1. 4. By supplying the following Financial Statements in ITEM 6 EXHIBITS AND FINANCIAL STATEMENTS (b) Financial Statements: 1. Balance Sheets as of March 31, 1999, and Statements of Income and Retained Earnings for the 12 months ended March 31, 1999, of American and its subsidiaries consolidated and of Generating, Appalachian, Columbus, Indiana, Kentucky, Kingsport, Ohio and Wheeling (to be filed by amendment). 2. Revised Funds Flow Statements for Columbus, Generating, Indiana and Ohio for the years 1999, 2000, 2001, 2002 and 2003. SIGNATURES Pursuant to the requirements of the Public Utility Holding Company Act of 1935, the undersigned have duly caused this statement to be signed on their behalf by the undersigned thereunto duly authorized. AMERICAN ELECTRIC POWER COMPANY, INC. AEP GENERATING COMPANY APPALACHIAN POWER COMPANY COLUMBUS SOUTHERN POWER COMPANY INDIANA MICHIGAN POWER COMPANY KENTUCKY POWER COMPANY KINGSPORT POWER COMPANY OHIO POWER COMPANY WHEELING POWER COMPANY By: /S/ A. A. Pena Treasurer Dated: May 28, 1999 EX-99.2 2 FUNDS FLOW STATEMENTS INDIANA MICNIGAN POWER COMPANY 1998 - 2003 FUNDS FLOW ($MILLIONS) 1998 1999 2000 2001 2002 2003 ---- ---- ---- ---- ---- ---- CONSTRUCTION (EX-AFUDC) 148 174 170 174 171 176 DEBT MATURITIES 55 35 48 40 90 70 -- -- -- -- -- -- -- -- -- -- -- -- SUB-TOTAL 203 209 218 214 261 246 LESS: INTERNAL FUNDS 43 112 140 160 170 175 -- -- --- --- --- --- --- (EX-AFUDC) EXTERNAL REQUIREMENTS 160 97 78 54 91 71 === === === === === === LONG-TERM DEBT 171 0 0 0 0 0 COMMON EQUITY 0 0 0 0 0 0 SHORT-TERM DEBT ( 11) 97 78 54 91 71 ----- -- -- -- -- -- TOTAL EXTERNAL FUNDS 160 97 78 54 91 71 === === === === === === SHORT-TERM DEBT BALANCES: BEGINNING 120 109 206 284 338 429 ENDING 109 206 284 338 429 500 AEP GENERATING COMPANY 1998 - 2003 FUNDS FLOW ($MILLIONS) 1998 1999 2000 2001 2002 2003 ---- ---- ---- ---- ---- ---- CONSTRUCTION (EX-AFUDC) 7 6 4 4 4 5 DEBT MATURITIES 25 0 0 0 0 0 -- - - - - - SUB-TOTAL 32 6 4 4 4 5 LESS: INTERNAL FUNDS (2) (9) (8) (10) (5) (9) --- --- --- ---- --- --- (EX-AFUDC) EXTERNAL REQUIREMENTS 34 15 12 14 9 14 === === === === === === LONG-TERM DEBT 25 0 0 0 0 0 COMMON EQUITY (4) (7) (6) (6) (8) (9) SHORT-TERM DEBT 13 22 18 20 17 23 -- -- -- -- -- -- TOTAL EXTERNAL FUNDS 34 15 12 14 9 14 === === === === === === SHORT-TERM DEBT BALANCES: BEGINNING 12 25 47 65 85 102 ENDING 25 47 65 85 102 125 COLUMBUS SOUTHERN POWER COMPANY 1998 - 2003 FUNDS FLOW ($MILLIONS) 1998 1999 2000 2001 2002 2003 ---- ---- ---- ---- ---- ---- CONSTRUCTION (EX-AFUDC) 115 124 135 145 150 155 DEBT MATURITIES 122 0 5 5 100 115 --- - - - --- --- SUB-TOTAL 237 124 140 150 250 270 LESS: INTERNAL FUNDS 113 133 124 126 133 121 --- --- --- --- --- --- (EX-AFUDC) EXTERNAL REQUIREMENTS 124 (9) 16 24 117 149 === === === === === === LONG-TERM DEBT 138 0 0 0 0 0 COMMON EQUITY 0 0 0 0 0 0 SHORT-TERM DEBT (14) (9) 16 24 117 149 ---- --- -- -- --- --- TOTAL EXTERNAL FUNDS 124 (9) 16 24 117 149 === === === === === === SHORT-TERM DEBT BALANCES: BEGINNING 67 53 44 60 84 201 ENDING 53 44 60 84 201 350 OHIO POWER COMPANY 1998 - 2003 FUNDS FLOW ($MILLIONS) 1998 1999 2000 2001 2002 2003 ---- ---- ---- ---- ---- ---- CONSTRUCTION (EX-AFUDC) 185 205 210 215 190 190 DEBT MATURITIES 197 0 0 0 0 207 --- - - - - --- SUB-TOTAL 382 205 210 215 190 397 LESS: INTERNAL FUNDS 152 226 175 214 244 181 --- --- --- --- --- --- (EX-AFUDC) EXTERNAL REQUIREMENTS 230 (21) 35 1 (54) 216 === === === === === === LONG-TERM DEBT 186 0 0 0 0 0 COMMON EQUITY 0 0 (25) (25) (50) (50) SHORT-TERM DEBT 44 (21) 60 26 (4) 266 -- ---- -- -- --- --- TOTAL EXTERNAL FUNDS 230 (21) 35 1 (54) 216 === === === === === === SHORT-TERM DEBT BALANCES: BEGINNING 79 123 102 162 188 184 ENDING 123 102 162 188 184 450 -----END PRIVACY-ENHANCED MESSAGE-----