UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
File No. 70-9937
REPORT PERIOD
October 1, 2002 to December 31, 2002
In the matter of:
AMERICAN ELECTRIC POWER COMPANY, INC.
FINAL REPORT
American Electric Power Company, Inc. ("AEP") and Central and South
West Corporation ("CSW") hereby certify on behalf of themselves and AEP Texas
Central Company ("TCC") [formerly known as Central Power and Light Company
("CPL")], Public Service Company of Oklahoma ("PSO"), Southwestern Electric
Power Company ("SWEPCO"), AEP Texas North Company ("TNC") [formerly known as
West Texas Utilities Company ("WTU")], and Central and South West Services, Inc.
("CSWS"), AEP Generating Company ("AEPGCO"), Columbus Southern Power Company
("CSPCO"), Indiana Michigan Power Company ("IMPCO"), Kentucky Power Company
("KPCO"), Kingsport Power Company ("KGPCO"), Ohio Power Company ("OPCO"),
American Electric Power Service Corporation ("AEPSC"), Cedar Coal Company
("CEDAR"), Central Coal Company ("CCCO"), Appalachian Power Company ("APCO"),
Central Appalachian Coal Company ("CACCO"), Southern Appalachian Coal Company
("SACCO"), West Virginia Power Company ("WVPCO"), Colomet, Inc. ("COLM"), Simco,
Inc. ("SIMCO"), Franklin Real Estate Company ("FRECO"), Indiana Franklin Realty,
Inc. ("IFRI"), Blackhawk Coal Company ("BHCCO"), Wheeling Power Company
("WPCO"), and Conesville Coal Preparation Company ("CONESVILLE"), and hereby
files the information attached pursuant to the Order of the SEC dated October
26, 2001 in this file:
As the authorization period for transactions in this file expired
December 31, 2002, this is the final report. Attached as Exhibit A is a "past
tense" opinion of counsel as to the transactions authorized by the order in this
file.
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 CSW, et al, in File Nos. 70-8557 and
70-9937, and in accordance with the terms and conditions of the Commission's
order dated October 26, 2001, permitting said Application-Declaration to become
effective.
DATED: January 30, 2003
AEP GENERATING COMPANY
AMERICAN ELECTRIC POWER SERVICE CORPORATION
BLACKHAWK COAL COMPANY
APPALACHIAN POWER COMPANY
CEDAR COAL COMPANY
CENTRAL COAL COMPANY
CENTRAL AND SOUTH WEST SERVICES, INC.
CENTRAL APPALACHIAN COAL COMPANY
AEP TEXAS CENTRAL COMPANY
(Formerly known as CENTRAL POWER AND LIGHT COMPANY)
COLOMET, INC.
COLUMBUS SOUTHERN POWER COMPANY
CONESVILLE COAL PREPARATION COMPANY
FRANKLIN REAL ESTATE COMPANY
INDIAN FRANKLIN REALTY, INC.
INDIANA MICHIGAN POWER COMPANY
KENTUCKY POWER COMPANY
KINGSPORT POWER COMPANY
OHIO POWER COMPANY
PUBLIC SERVICE COMPANY OF OKLAHOMA
SIMCO, INC.
SOUTHERN APPALACHIAN COAL COMPANY
SOUTHWESTERN ELECTRIC POWER COMPANY
AEP TEXAS NORTH COMPANY
(Formerly known as WEST TEXAS UTILITIES COMPANY)
WEST VIRGINIA POWER COMPANY
WHEELING POWER COMPANY
BY: AMERICAN ELECTRIC POWER COMPANY, INC.
CENTRAL AND SOUTH WEST CORPORATION
BY: /s/ Armando A. Pena
----------------------------------
Treasurer
AMERICAN ELECTRIC POWER COMPANY, INC., et al.
QUARTERLY REPORT PER REQUIREMENTS
OF HOLDING COMPANY ACT RELEASE NO. 27457
FILE NO. 70-9937 (Supersedes File No. 70-8557)*
FOR THE QUARTER ENDED DECEMBER 31, 2002
Contents
Page
Aggregate Amount of Funds Provided to the Money Pool 1
Aggregate Amount of Funds Received from Money Pool 1
Balance Advanced to or from the Money Pool
as of the End of the Period 1
Average Interest Rate for the Money Pool over the Period 1
Aggregate Amount of Outside Borrowings and Repayments
During the Period for Each Source of Outside Borrowings 2
Amount Outstanding at the End of the Period
for Each Source of Outside Borrowings 2
Detailed Listing of Commercial Paper Outstanding
by Dealer at the End of the Period 3
Appendix A - Final Opinion 4
Page 1
1. Money Pool Internal Short-term Borrowings for the Quarter Ended December 31,
2002:
Balanced Advanced Balance Advanced
To or (From) the Net Net to or (From) the
Money Pool As of The Funds Provided Funds Received Money Pool As of The
Applicants Beginning of the Period to Money Pool From Money Pool End of The Period
---------- ----------------------- -------------- --------------- --------------------
(in 000's) (in 000's) (in 000's) (in 000's)
AEP Gen Co. $ 14,153 $ - $ (42,188) $ (28,035)
AEP Service Corp (+CSWS) (273,923) 1,452 - (272,471)
AEP System Sales 557 - (459) 98
Appalachian Power Co. (182,369) 125,806 - (56,563)
Cedar Coal Co. 10,393 - (842) 9,551
Central App. Coal Co. 1,903 4 - 1,907
South App. Coal Co. 4,896 620 - 5,516
Central and South West - - - -
AEP Texas Central Company (552,649) 417,358 - (135,291)
(Formerly known as
Central Power and Light Co.)
Public Service Co. of Okla (228,637) 142,532 - (86,105)
Southwestern Electric Pwr Co. 14,880 - (51,007) (36,127)
AEP Texas North Company (195,174) 115,678 - (79,496)
(Formerly known as
West Texas Utilities Co.)
Columbus Southern Power Co. 25,989 5,244 - 31,233
Colomet, Inc. (3,301) 942 - (2,359)
Conesville Coal Prep Co. 2,119 - (124) 1,995
Simco Inc. 310 75 - 385
Franklin Real Estate Co. 8 38 - 46
Indiana Franklin Realty 24 - (11) 13
Indiana & Michigan Power Co. 18,243 172,612 - 190,855
Water Transportation 14,949 - (27,002) (12,053)
Blackhawk Coal Co. 11,903 518 - 12,421
Kentucky Power Co. (92,591) 69,203 - (23,388)
Kingsport Power Co. (9,670) 14,458 - 4,788
Ohio Power Co. (159,850) 32,752 - (127,098)
Cook Coal Terminal (832) - (1,736) (2,568)
Central Coal Co. 316 60 - 376
Wheeling Power Co. (831) 3,225 - 2,394
----------- ---------- ------------- -------------
Total $(1,579,184) $1,102,577 $ (123,369) $ (599,976)
=========== ========== ============= =============
2. The average interest rate for the Money Pool for the quarter ended
December 31, 2002 is 2.07601%.
Page 2
3. Money Pool External Short-term Borrowings for the quarter ended December 31,
2002:
Repayments Amount Outstanding
Outside Borrowings During the at the End of
Source of Funds During the Period Period Period
--------------- ----------------- ---------- ------------------
(in 000's) (in 000's) (in 000's)
Commercial Paper $20,705,727 $21,256,186 $1,416,718
Loan Participations - - -
----------- ----------- ----------
Total $20,705,727 $21,256,186 $1,416,718
=========== =========== ==========
Page 3
4. Detailed listing of Commercial Paper Outstanding by Dealer at the end of
quarter ended December 31, 2002:
Dealer Amount Outstanding
(in 000's)
FNBC/Bank One $ 340,700
Goldman Sachs 282,069
Lehman Brothers 299,483
Merrill Lynch 494,466
----------
Total Commercial Paper $1,416,718
==========
Page 4
614-716-1649 EXHIBIT A
January 22, 2003
Securities & Exchange Commission
Washington, D.C. 20549
RE: Opinion of Counsel - Order No. 70-9937
I have acted as counsel for American Electric Power Company, Inc. ("American")
in connection with its short-term financing program to fund a utility money pool
("Money Pool") in effect through December 31, 2002, pursuant to which certain
subsidiaries of American, namely, AEP Texas Central Company ("TCC") [formerly
known as Central Power and Light Company ("CPL")], Public Service Company of
Oklahoma ("PSO"), Southwestern Electric Power Company ("SWEPCO"), AEP Texas
North Company ("TNC") [formerly known as West Texas Utility Company ("WTU")],
and Central and Southwest Services, Inc. ("CSWS"), AEP Generating Company
("AEPGCO"), Columbus Southern Power Company ("CSPCO"), Indiana Michigan Power
Company ("IMPCO"), Kentucky Power Company ("KPCO"), Kingsport Power Company
("KGPCO"), Ohio Power Company ("OPCO"), American Electric Power Service
Corporation ("AEPSC"), Cedar Coal Company ("CEDAR"), Central Coal Company
("CCCO"), Appalachian Power Company ("APCO"), Central Appalachian Coal Company
("CACCO"), Southern Appalachian Coal Company ("SACCO"), West Virginia Power
Company ("WVPCO"), Colomet, Inc. ("COLM"), Simco, Inc. ("SIMCO"), Franklin Real
Estate Company ("FRECO"), Indiana Franklin Realty, Inc. ("IFRI"), Blackhawk Coal
Company ("BHCCO"), Wheeling Power Company ("WPCO"), and Conesville Coal
Preparation Company ("CONESVILLE") (collectively "Subsidiaries") borrowed
short-term funds through the Money Pool in an aggregate amount not in excess of
the maximum amount authorized by the Commission as specified in the Application
or Declaration on Form U-1 and all amendments filed thereto with the Commission
in File No. 70-9937.
In connection with said financing program, I have examined, among other things,
the following: the Application or Declaration on Form U-1 and all amendments
thereto filed by American and its Subsidiaries with your Commission in File No.
70-9937; the resolutions adopted by the Board of Directors of American
authorizing the short-term financing program and the filing of said Application
or Declaration on Form U-1; and the Orders of the Securities and Exchange
Commission, the Virginia State Corporation Commission, and the West Virginia
Public Service Commission authorizing the foregoing transactions.
In my opinion, (a) all requisite action has been taken that was necessary to
make valid the issuance and sale of such commercial paper to dealers, and the
making of such unsecured borrowings through the Money Pool; (b) the transactions
have been carried out in accordance with the Application or Declaration on Form
U-1; (c) American and each of the Subsidiaries are validly organized and duly
existing corporations and such commercial paper issued to fund the Money Pool
and the borrowings by the Subsidiaries through the Money Pool were valid and
binding obligations of American and the Subsidiaries in accordance with their
terms; and (d) the consummation of the transactions did not violate the legal
rights of the holders of any securities issued by American, Subsidiaries, or any
associate company thereof.
Very truly yours,
/s/ Ann B. Graf
-------------------
Ann B. Graf