SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C.





                                  FORM U-6B-2





                          CERTIFICATE OF NOTIFICATION



            Filed by a registered holding company or subsidiary thereof pursuant
to Rule 52 adopted under the Public Utility Holding Company Act of 1935.





              Certificate is filed by Appalachian Power Company.





            This Certificate is notice that the above-named company has issued,
renewed or guaranteed the security or securities described herein, which issue,
renewal or guaranty was exempted from the provisions of Section 6(a) of the Act
by the provisions of Section 6(b) of the Act and was neither the subject of a
Declaration or Application on Form U-1, nor included within the exemption
provided by Rule U-48.



1.  Type of security or securities:

      A. 3.60% Senior Notes, Series G, due 2008
      B. 5.95% Senior Notes, Series H, due 2033

2.  Issue, renewal or guaranty:

      A. Issuance
      B. Issuance

3.  Principal amount of each security:

      A. $ 200,000,000
      B. $ 200,000,000

4.  Rate of interest per annum of each security:

      A. 3.60%
      B. 5.95%

5.  Date of issue, renewal or guaranty of each security:

      A. May 5, 2003
      B. May 5, 2003

6.  If renewal of security, give date of original issue:

            Not applicable

7.  Date of maturity of each security:

      A. May 15, 2008
      B. May 15, 2033

8.  Name of persons to whom each security was issued, renewed or guaranteed:

      A. CEDE & Co., a nominee of The Depository Trust Company
      B. CEDE & Co., a nominee of The Depository Trust Company

9.  Collateral given with each security:

      A. None
      B. None

10. Consideration received for each security:

      A. Consideration received in amount of $198,716,000
      B. Consideration received in amount of $197,828,000

11. Application of proceeds of each security:

            The net proceeds from the sale of the securities were used to redeem
            maturing long-term debt, to fund its construction program or to
            repay short-term debt.

12. Indicate by a check after the applicable statement below whether the
    issue, renewal or guaranty of each security was exempt from the provision
    of Section 6(a) because of:

            (a)  the provisions contained in the first sentence of Section 6(b).

            (b)  the provisions contained in the fourth sentence of Section
                 6(b).

            (c)  the provisions contained in any rule of the Commission other
                 than Rule U-48. X

13. If the security or securities were exempt from the provisions of Section
    6(a) by virtue of the first sentence of Section 6(b), give the figures
    which indicate that the security or securities aggregate (together with
    all other then outstanding notes and drafts of a maturity of nine months
    or less, exclusive of days of grace, as to which such company is primarily
    or secondarily liable) not more than 5 per centum of the principal amount
    and par value of the other securities of such company then outstanding.

            Not applicable

14. If the security or securities are exempt from the provisions of Section
    6(a) because of the fourth sentence of Section 6(b), name the security
    outstanding on January 1, 1935, pursuant to the term of which the security
    or securities herein described have been issued.

            Not applicable

15. If the security or securities are exempt from the provisions of Section
    6(a) because of any rule of the Commission other than Rule U-48, designate
    the rule under which exemption is claimed.

            Rule 52 relating to issuance of indebtedness by public utility
            subsidiaries of registered holding companies

                              APPALACHIAN POWER COMPANY


                              __/s/ Thomas G. Berkemeyer___
                              Thomas G. Berkemeyer
                               Assistant Secretary


Dated:      May 6, 2003