File No. 70-5862

                          SECURITIES AND EXCHANGE COMMISSION

                                Washington, D.C. 20549

                            ______________________________

                            POST-EFFECTIVE AMENDMENT NO. 7
                                          TO
                                       FORM U-1
                            ______________________________


                              APPLICATION OR DECLARATION

                                      under the

                      PUBLIC UTILITY HOLDING COMPANY ACT OF 1935

                                        * * *

                                  OHIO POWER COMPANY
                    301 Cleveland Avenue, S.W., Canton, Ohio 44702
                      (Name of company filing this statement and
                        address of principal executive office)

                                        * * *

                        AMERICAN ELECTRIC POWER COMPANY, INC.
                       1 Riverside Plaza, Columbus, Ohio 43215
                       (Name of top registered holding company
                        parent of each applicant or declarant)

                                        * * *

                       G. P. Maloney, Executive Vice President
                     American Electric Power Service Corporation
                       1 Riverside Plaza, Columbus, Ohio  43215

                           A. Joseph Dowd, General Counsel
                     American Electric Power Service Corporation
                       1 Riverside Plaza, Columbus, Ohio 43215  
                     (Names and addresses of agents for service)





               The undersigned  Ohio Power  Company ("OPCo")  hereby amends

          its Application or Declaration  on Form U-1 in File  No. 70-5862,

          as heretofore amended:

               By adding the following paragraphs at the end of Item 1:

                    "This  post-effective amendment is  being filed to
               comply  with recommendations  of the  Commission staff,
               resulting  from its  field  audit of  OPCo's Cook  Coal
               Terminal.  Specifically, the Commission staff suggested
               that OPCo adjust its cost of capital rate authorized in
               the original  order (HCAR No. 35-22977,  June 17, 1983)
               to conform the rate to the current  market.  Therefore,
               OPCo proposes  that the  provision for cost  of capital
               applicable to its investment  in the Cook Coal Terminal
               facilities  would  be  adjusted  on  an  annual  basis,
               determined  as  set forth  in  Appendix A  to  the Coal
               Transfer  Agreement.   The  overall rate  of return  on
               OPCo's investment would be subject to adjustment on the
               first day  of April  in each  succeeding year based  on
               changes in the rate of  return on common equity allowed
               by the Federal Energy Regulatory Commission ('FERC') in
               the last wholesale rate  proceeding involving OPCo.  In
               the  absence of  a FERC  order, the  rate of  return on
               common  equity  would  be  as  allowed  by  The  Public
               Utilities  Commission of  Ohio  in  OPCo's most  recent
               retail rate proceeding.

                    OPCo proposes to  adjust the capitalization  ratio
               on an annual basis, using  OPCo's financial information
               as  reported  at December  31  of  the preceding  year.
               Similarly, the  cost of debt and  preferred stock would
               be updated  to reflect  the overall  cost  of debt  and
               preferred stock  at December 31 of  the preceding year.
               The rate changes resulting  from this methodology would
               be applied for billing  purposes to the 12-month period
               commencing on the April  1 subsequent to the applicable
               December 31 calculation.

                    Attached  hereto as  Appendix A  is a  chart which
               reflects how OPCo calculated the current market rate of
               return using  December 31, 1993  financial information.
               Such information would be reported  by OPCo in its Rule
               24 reports.By  adjusting the provision for  the cost of
               capital, the cost of capital rate will be  reduced from
               the 12.3% currently authorized to 10.73%, thus reducing
               the fees charged by OPCo."

                                      SIGNATURE

               Pursuant to  the requirements of the  Public Utility Holding

          Company Act of 1935, the undersigned company has duly caused this

          Post-Effective  Amendment No. 7 to be signed on its behalf by the

          undersigned thereunto duly authorized.

                                        OHIO POWER COMPANY


                                        By__/s/ G. P. Maloney____
                                           Vice President


          Dated:  September 22, 1994


          70-5862.pe7





                                                                 Appendix A



          

                                  OHIO POWER COMPANY
                                  COOK COAL TERMINAL
                            Rate of Return on Investments


          
                                                                    After-Tax
                        Capitalization    Percent    Effective      Weighted
          Component       at 12/31/93    of Total      Cost      Rate of Return
                            (000)

                                                     
      Long-Term Debt     $1,064,602(a)      42.07%    7.55%(c)         3.18%
      Preferred Stock       241,240          9.53%    6.40%(c)         0.61%

      Common Stock        1,224,644(b)      48.40%   14.34%(d)         6.94%

      Total              $2,530,486        100.00%                    10.73%
                                                
      

      (a)  Includes Long-Term Debt due in one-year and is net of unamortized
           debt premium and discount, unamortized debt expense, and the
           unamortized loss on reacquired debt.

      (b)  Common Equity includes the premium on preferred stock and excludes
           undistributed subsidiary earnings.

      (c)  Embedded Cost at 12/31/93.

      (d)  The rate allowed by the PUCO in OPCo's 1986 retail rate proceeding.