UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
File No. 70-10088
REPORT PERIOD
January 1, 2003 to March 31, 2003
In the matter of:
AMERICAN ELECTRIC POWER COMPANY, INC.
This Certificate of Notification is filed by American Electric Power Company,
Inc., a New York corporation ("AEP"), pursuant to Rule 24 (17 C.F.R. 250.24)
under the Public Utility Holding Company Act of 1935 (the "Act"). Such filing is
made in connection with the Form U-1, as amended, filed by AEP and certain of
its direct and indirect subsidiaries in File 70-10088 and as authorized by order
of the Securities and Exchange Commission ("the Commission") dated December 18,
2002 in that file. The order directs that AEP file with the Commission quarterly
certificates pursuant to Rule 24 within 60 days after the fiscal quarter in
which transactions occur.
This is the initial Certificate of Notification in this file and reports
transactions for the quarter ended March 31, 2003.
AEP hereby certifies for itself and its subsidiairies the following:
AMERICAN ELECTRIC POWER COMPANY, INC., et al.
QUARTERLY REPORT PER REQUIREMENTS
OF HOLDING COMPANY ACT RELEASE NO. 27623
FILE NO. 70-10088
FOR THE QUARTER ENDED MARCH 31, 2003
Contents
Item Description Page
1 The amount and terms of any long-term debt issued by AEP Texas Central Company (formerly known as 1
Central Power and Light Company), AEP Texas North Company (formerly known as West Texas Utilities
Company), Southwestern Electric Power Company, or Wheeling Power Company issued under the
authority granted in this order.
2 For all guarantees issued during the quarter, a listing of the names of the guarantors, the names 2
of the beneficiaries of the guarantees, and the amount of the guarantees.
3 The amount and terms of any short-term debt issued by AEP, AEP Utilities, Inc. and/or any of the 3
Utility Subsidiaries during the quarter.
4 The notional amount and principal terms of any hedge instruments or anticipatory hedges entered 4
into during the quarter and the identity of the other parties to the transaction.
5 The name, parent company and the amount invested in any financing entity during the quarter. 5
6 Capitalization chart for AEP and each of the Utility Subsidiaries as of March 31, 2003. 6
7 For all participants in the Utility Money Pool and all participants in the Nonutility Money Pool, 7-9
a listing of the maximum borrowings from and loans to the respective money pools during the
quarter and the interest rate applied to those borrowings and loans.
8 Listing of Form U-6B-2 statements filed with the Commission, including the name of the filing 10
entity and the date of the filing.
9 The date, amount and payee of dividends out of capital or unearned surplus paid by all Nonutility 11
Subsidiaries during the quarter.
Item 1 Page 1
The amount and terms of any long-term debt issued by AEP Texas Central
Company (formerly Central Power and Light Company), AEP Texas North Company
(formerly West Texas Utilities Company), Southwestern Electric Power
Company, or Wheeling Power Company issued under the authority granted in
this order.
AEP Texas Central Company
- Borrowing Limit - $1,400 million
- Long-term Debt Issued:
- Total principal amount - $800 million in Senior Unsecured Notes,
issued in 4 traunches on February 12, 2003:
- 1. $275 million at 5.50%, due 2013, optional "make whole" redemption
- 2. $275 million at 6.65%, due 2033, optional "make whole" redemption
- 3. $150 million at 3.00%, due 2005, optional "make whole" redemption
- 4. $100 million at a variable rate, due 2005, no call life
AEP Texas North Company
- Borrowing Limit - $500 million
- Long-term Debt Issued - $225 million at 5.50% in Senior Unsecured
Notes, due 2013, optional "make whole" redemption, issued
February 12, 2003
Southwestern Electric Power Company
- Borrowing Limit - $350 million
- Long-term Debt Issued - None
Wheeling Power Company
- Borrowing Limit - $40 million
- Long-term Debt Issued - None
Item 2 Page 2
For all guarantees issued during the quarter, a listing of the names of the
guarantors, the names of the beneficiaries of the guarantees, and the
amount of the guarantees.
Guarantor Beneficiary Amount of Guarantee Type of Guarantee
-----------------------------------------------------------------------------
AEP Citicapital Bankers Leasing $ 41,253 Payment
Item 3 Page 3
The amount and terms of any short-term debt issued by AEP, AEP Utilities, Inc.
or any of the Utility Subsidiaries during the quarter.
Short Term Borrowings for the Quarter Ended March 31, 2003
(in thousands)
Borrower: American Electric Power Company, Inc.
Outside Borrowings Repayments During Amount Outstanding Average
Source During Period Period at End of Period Interest Rate
--------------------- ------------------- -------------------- -----------------
Commercial Paper $ 11,323,673 $ 12,515,774 $ 224,617 2.1283%
Bank Credit Facility 500,000 500,000 - 3.3140%
--------------------- ------------------- -------------------- -----------------
Total External Short Term Borrowings $ 11,823,673 $ 13,015,774 $ 224,617 2.5892%
===================== =================== ==================== =================
Item 4 Page 4
The notional amount and principal terms of any hedge instruments or
anticipatory hedges entered into during the quarter and the identity of the
other parties to the transaction.
None
Item 5 Page 5
The name, parent company and the amount invested in any financial entity
during the quarter.
None
Item 6
Capitalization chart for AEP and each of the Utility Subsidiaries as of
March 31, 2003.
CAPITALIZATION STRUCTURE
(as of 3/31/03)
Company Common Equity Preferred Stock Long-Term Debt** Short-Term Debt Total Capitalization
------------- --------------- ---------------- --------------- --------------------
($ in
thousands) Amount % Amount % Amount % Amount % Amount %
AEP * 8,437,000 37.7% 1,279,000 5.7% 12,453,000 55.6% 239,000 1.1% 22,408,000 100.0%
AEP
Generating
Company 43,222 44.3% 0 0.0% 44,804 45.9% 9,650 9.9% 97,676 100.0%
Appalachian 1,277,684 39.9% 28,650 0.9% 1,894,217 59.2% 0 0.0% 3,200,551 100.0%
Power Company
AEP Texas
Central
Company 1,134,414 32.7% 5,942 0.2% 2,326,595 67.1% 0 0.0% 3,466,951 100.0%
Columbus
Southern
Power Company 867,652 47.6% 0 0.0% 915,764 50.2% 40,000 2.2% 1,823,416 100.0%
Indiana
Michigan
Power Company 1,027,208 37.8% 73,046 2.7% 1,618,013 59.5% 0 0.0% 2,718,267 100.0%
Kentucky 299,558 36.9% 0 0.0% 466,665 57.5% 46,071 5.7% 812,294 100.0%
Power Company
Kingsport 24,467 55.0% 0 0.0% 20,000 45.0% 0 0.0% 44,467 100.0%
Power Company
Ohio Power 1,379,733 46.5% 25,498 0.9% 1,325,341 44.6% 239,328 8.1% 2,969,900 100.0%
Company
Public
Service
Company of
Oklahoma 390,582 34.4% 5,267 0.5% 620,514 54.6% 119,820 10.5% 1,136,183 100.0%
Southwestern
Electric
Power Company 661,154 43.6% 4,700 0.3% 748,091 49.3% 103,123 6.8% 1,517,068 100.0%
AEP Texas 185,156 34.0% 2,367 0.4% 357,509 65.6% 0 0.0% 545,032 100.0%
North Company
Wheeling 29,125 59.3% 0 0.0% 20,000 40.7% 0 0.0% 49,125 100.0%
Power Company
* Preferred stock include $759 million minority interest and $376 million equity
unit senior notes ** Long-term Debt includes Trust Preferred Stock and
Securitization Bond
Item 7 Page 7
With respect to each participant in the Utility Money Pool and each participant
in the Nonutility Money Pool, the maximum borrowings from and loans to the
respective money pool during the quarter and the interest rate applied to
borrowings and loans.
Nonutility Money Pool Internal Maximum Short-Term Borrowings and Loans
for the Quarter Ended March 31, 2003
(in thousands)
Maximum Borrowings Maximum Loans
from Nonutility Money Pool to Nonutility Money Pool
------------------------- --------------------------
AEP Acquisition, LLC $ - $ 1
AEP C&I Company, LLC (14,718) -
AEP Coal Company (85,992) -
AEP Communications, Inc. - 2,905
AEP Communications, LLC (40,267) -
AEP Credit, Inc. (83,323) -
AEP Delaware Investment Company (1) -
AEP Desert Sky LP, LLC (19,788) -
AEP Elmwood, LLC - 11,073
AEP Emissions Marketing, LLC - -
AEP EmTech, LLC (6,245) -
AEP Energy Services, Inc. (217,942) -
AEP Energy Services. Ltd (61,202) -
AEP Energy Svcs Gas Holding Company (29,126) 26,556
AEP Fiber Venture, LLC (29,040) -
AEP Gas Power GP, LLC (18,662) -
AEP Gas Power System GP, LLC (3,278) -
AEP Holdings I CV - 2,196
AEP Investments, Inc. (4,268) -
AEP MEMCo, LLC - 43,867
AEP Ohio C&I Retail Company, LLC (19) -
AEP Ohio Retail Energy, LLC (3,195) 1,619
AEP Power Marketing, Inc. - -
AEP ProServ, Inc. (15,890) 17,274
AEP Pushan Power, LDC (1,587) -
AEP Resource Services, LLC (9) -
AEP Resources International, Ltd (139) -
AEP Resources Project Management Company, Ltd (5) -
AEP Resources, Inc. (849,810) -
AEP Retail Energy, LLC (424) 762
AEP T&D Services, LLC (303) -
AEP Texas C&I Retail, GP, LLC (156) -
AEP Texas C&I Retail, LP - 13,344
AEP Texas POLR, LLC - 74
C3 Networks GP, LLC - 671
Item 7 (Continued) Page 8
Nonutility Money Pool Internal Maximum Short-Term Borrowings and Loans
for the Quarter Ended March 31, 2003
(in thousands)
Maximum Borrowings Maximum Loans
from Nonutility Money Pool to Nonutility Money Pool
----------------------------- --------------------------
C3 Communications, Inc. $ (34,075) $ -
CSW Development I, Inc. - 1,651
CSW Eastex LP I Inc - 1,198
CSW Energy, Inc. (272,149) -
CSW Energy Services, Inc.(ESI) (18,349) -
CSW International, Inc. (1,845) -
CSWE/Fort Luption, Inc. - 3,458
Desert Sky Wind Farm, LP - 999
Dolet HillsLignite Company, LLC - 23,375
EnerShop, Inc. (6,087) -
Houston Pipeline Company, LP - 192,686
HPL Holdings, Inc. - -
Industry & Energy Associates, LLC - 21,810
Jefferson Island Storage & Hub, LLC - 14,719
LIG Chemical Company (96,429) 651
LIG Liquids, LLC - 35,197
LIG Pipeline Company (41) -
LIG, Inc. (33) -
Lodisco, LLC (38,580) 98,049
Louisiana Intrastate Gas Company, LLC (368) 100,407
MidTexas Pipeline Company (845) 172
Mutual Energy Service Company, LLC (1,217) 21,659
Mutual Energy SWEPCo, LP (1,700) 315
Mutual Energy, LLC (122) 40,910
Newgulf Power Venture (324) 5,729
POLR Power, LP (7,178) -
Rep General Partner, LLC - 9,823
Rep Holdco, Inc. - 105,982
Tuscaloosa Pipeline Company - 879
Average interest rate for the Nonutility Money Pool for the quarter ended March
31, 2003 is 2.58916%
Item 7 (Continued) Page 9
Utility Money Pool Internal Maximum Short-Term Borrowings and Loans
for the Quarter Ended March 31, 2003
(in thousands)
Maximum Borrowings Maximum Loans
from Utility Money Pool to Utility Money Pool
----------------------------- -----------------------------
AEP Generating Company $ (40,965) $ 7,086
AEP Service Corporation (279,466) 27,873
AEP Texas Central Company (360,419) 47,361
AEP Texas North Company (131,838) 15,584
Appalachian Power Company (113,094) 88,520
Blackhawk Coal Company - 13,544
Cedar Coal Company - 10,879
Central Appalachian Coal Company - 1,908
Central Coal Company - 671
Colomet Inc. (3,354) -
Columbus Southern Power Company (8,464) 278,509
Conesville Coal Prep Company - 2,573
Franklin Real Estate Company (46) 226
Indiana & Michigan Power Company - 229,182
Indiana Franklin Realty - 25
Kentucky Power Company (57,606) -
Kingsport Power Company (2,722) 8,050
Ohio Power Company (239,014) 235,059
Public Service Company of Oklahoma (119,819) -
Simco Inc. - 410
Southern Appalachian Coal Company - 6,534
Southwestern Electric Power Company (145,355) -
Wheeling Power Company (4,694) 2,559
Average interest rate for the Utility Money Pool for the quarter ended March 31,
2003 is 2.58916%
Item 8 Page 10
Listing of Form U-6B-2 statements filed with the SEC, including the name of
the filing entity and the date of the filing.
Filing Company Filing Date
------ ------- -----------
U-6B-2 American Electric Power Co., Inc. January 10, 2003
U-6B-2 Appalachian Power Company March 10, 2003
U-6B-2 Columbus Southern Power Company March 10, 2003
Item 9 Page 11
The date, amount and payee of dividends out of capital or unearned surplus
paid by all Nonutility Subsidiaries during the quarter.
Dividend Paid by Date Paid Amount Paid To
---------------- --------- ------ -------
AEP Delaware Investment Company II January 13, 2003 $6,050,000.00 AEP Resources, Inc.
AEP Energy Services Gas Holding March 27, 2003 3,370,682.50 AEP Energy Services Gas Holding Company
Company II, L.L.C.
Dolet Hills Lignite Company, LLC March 25, 2003 1,800,000.00 Southwestern Electric Power Company
Said transactions have been carried out in accordance with the terms and
conditions of, and for the purpose represented in, the Form U-1
Application-Declaration, as amended, of AEP, et al, in File No. 70-10088 and in
accordance with the terms and conditions of the Commission's order dated
December 18, 2002, permitting said Application-Declaration to become effective.
DATED: May 30, 2003
BY: AMERICAN ELECTRIC POWER COMPANY, INC.
for itself and its subsidiaries
BY: /s/ Geoffrey S. Chatas
----------------------------------------
Geoffrey S. Chatas
Treasurer