UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
File No. 70-10088
REPORT PERIOD
April 1, 2003 to June 30, 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 June 30, 2003.
AEP hereby certifies for itself and its subsidiaries 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 JUNE 30, 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 June 30, 2003. 6
7 For all participants in the Utility Money Pool and all participants in the Nonutility Money 7-9
Pool, 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
------
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
o Borrowing Limit - $1,400 million
o Long-term Debt Issued - None
AEP Texas North Company
o Borrowing Limit - $500 million
o Long-term Debt Issued - None
Southwestern Electric Power Company
o Borrowing Limit - $350 million
o Long-term Debt Issued -
o $100 million at 5.375% in Senior Unsecured Notes, due 2015
o $44 million at 4.47% in Secured Notes, due 2011
Wheeling Power Company
o Borrowing Limit - $40 million
o Long-term Debt Issued - None
Page 2
Item 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 CBI Leasing, Inc. $174,843 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 June 30, 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 $1,995,929 $1,673,772 $546,774 2.1675%
Bank Credit Facility - - - - %
--------------------- ------------------- -------------------- -----------------
Total External Short Term Borrowings $1,995,929 $1,673,772 $546,774 2.1675%
===================== =================== ==================== =================
Page 4
Item 4
The notional amount and principal terms of any hedge instruments or
anticipatory hedges entered into during the quarter and the identity of the
other parties to the transaction.
None
Page 5
Item 5
The name, parent company and the amount invested in any financial entity
during the quarter.
None
Page 6
Item 6
Capitalization chart for AEP and each of the Utility Subsidiaries as of June 30, 2003.
CAPITALIZATION STRUCTURE
(as of 6/30/03)
Company Common Equity Preferred Stock Long-Term Debt* Short-Term Debt Total Capitalization
($ in thousands) Amount % Amount % Amount % Amount % Amount %
------------------------------------------------------------------------------------------------------------------------------
American
Electric Power
Company, Inc. $8,413,000 37.7% $1,053,000 4.7% $12,275,000 55.0% $567,000 2.6% $22,308,000 100.0%
AEP
Generating
Company 43,818 38.0% - 0.0% 44,806 38.9% 26,684 23.1% 115,308 100.0%
Appalachian
Power Company 1,269,298 38.7% 28,650 0.9% 1,977,935 60.4% - 0.0% 3,275,883 100.0%
AEP Texas
Central Company 1,168,011 33.5% 5,942 0.2% 2,308,615 66.3% - 0.0% 3,482,568 100.0%
AEP Texas North
Company 203,164 36.1% 2,367 0.4% 357,522 63.5% - 0.0% 563,053 100.0%
Columbus
Southern Power
Company 854,822 48.9% - 0.0% 777,736 44.5% 115,014 6.6% 1,747,572 100.0%
Indiana
Michigan Power
Company 1,021,508 40.3% 71,546 2.8% 1,367,586 54.0% 71,966 2.9% 2,532,606 100.0%
Kentucky Power
Company 300,528 35.7% - 0.0% 487,555 57.9% 54,262 6.4% 842,345 100.0%
Kingsport Power
Company 23,915 50.0% - 0.0% 20,000 41.8% 3,926 8.2% 47,841 100.0%
Ohio Power
Company 1,401,925 46.3% 24,996 0.8% 1,235,654 40.9% 362,860 12.0% 3,025,435 100.0%
Public Service
Company of
Oklahoma 458,774 41.0% 5,267 0.5% 585,576 52.4% 68,555 6.1% 1,118,172 100.0%
Southwestern
Electric Power
Company 663,852 42.5% 4,700 0.3% 891,842 57.2% - 0.0% 1,560,394 100.0%
Wheeling Power
Company 30,655 60.5% - 0.0% 20,000 39.5% - 0.0% 50,655 100.0%
Preferred stock includes $533 million minority interest and $376 million equity
unit senior notes
* LT 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 June 30, 2003
(in thousands)
Maximum Borrowings Maximum Loans
from Nonutility Money Pool to Nonutility Money Pool
------------------------- --------------------------
AEP Acquisition, LLC $ - $ 1
AEP C&I Company, LLC (14,817) -
AEP Coal Company (87,874) -
AEP Communications, Inc. - 1,480
AEP Communications, LLC (68,784) -
AEP Delaware Investment Company (1) -
AEP Desert Sky LP, LLC (19,918) -
AEP Elmwood, LLC - 12,722
AEP EmTech, LLC (7,562) -
AEP Energy Services, Inc. (240,569) -
AEP Energy Svcs Gas Holding Company (20,570) -
AEP Fiber Venture, LLC (27,883) -
AEP Gas Marketing LP (3,815) 84,070
AEP Gas Power GP, LLC (18,822) -
AEP Holdings I CV - 2,202
AEP Investments, Inc. (4,061) -
AEP MEMCo, LLC - 43,652
AEP Ohio C&I Retail Company, LLC (26) -
AEP Ohio Retail Energy, LLC - 3,379
AEP Power Marketing, Inc. (109,839) 224,871
AEP ProServ, Inc. (2,344) 18,083
AEP ProServ Northeast (846) 22,524
AEP Pushan Power, LDC (1,739) -
AEP Resources International, Ltd (144) -
AEP Resources Project Management Company, Ltd (5) -
AEP Resources, Inc. (875,798) -
AEP Retail Energy, LLC (292) -
AEP T&D Services, LLC (265) -
AEP Texas C&I Retail, GP, LLC (192) -
AEP Texas C&I Retail, LP (10,008) 15,941
AEP Texas POLR, LLC - 108
C3 Networks GP, LLC (479) 722
Item 7 (Continued) Page 8
Nonutility Money Pool Internal Maximum Short-Term Borrowings and Loans
for the Quarter Ended June 30, 2003
(in thousands)
Maximum Borrowings Maximum Loans
from Nonutility Money Pool to Nonutility Money Pool
----------------------------- --------------------------
C3 Communications, Inc. $ (66,219) $ -
CSW Development I, Inc. - 2,890
CSW Eastex LP I Inc (5,683) 473
CSW Energy, Inc. (296,409) -
CSW Energy Services, Inc. (ESI) (32,459) -
CSW International, Inc. (1,910) -
CSWE/Fort Luption, Inc. - 3,863
Dolet Hills Lignite Company, LLC (5,555) 38,356
EnerShop, Inc. (21,434) 5
Houston Pipeline Company, LP - 160,724
Industry & Energy Associates, LLC - 21,203
Jefferson Island Storage & Hub, LLC - 17,998
LIG Chemical Company (108,384) 664
LIG Liquids, LLC - 35,910
LIG Pipeline Company (42) -
LIG, Inc. (33) -
Louisiana Intrastate Gas Company, LLC - 121,949
MidTexas Pipeline Company - 148
Mutual Energy Service Company, LLC (3,768) -
Mutual Energy SWEPCo, LP (1,475) 34
Mutual Energy, LLC - 40,562
Newgulf Power Venture - 12,759
POLR Power, LP (9,277) -
Rep General Partner, LLC - 7,620
Rep Holdco, Inc. - 69,355
Tuscaloosa Pipeline Company - 913
Interest Rate Days Borrowed/Invested
------------- ----------------------
Weighted Average Interest Rate for Borrowed Funds 2.1675% 91
Weighted Average Interest Rate for Invested Funds 0.0000% 0
Net Weighted Average Interest Rate for Borrowed Funds 2.1675% 91
Item 7 (Continued) Page 9
Utility Money Pool Internal Maximum Short-Term Borrowings and Loans
for the Quarter Ended June 30, 2003
(in thousands)
Maximum Borrowings Maximum Loans
from Utility Money Pool to Utility Money Pool
----------------------------- -----------------------------
AEP Generating Company $ (44,736) $ 6,830
AEP Service Corporation (134,276) -
AEP System Pool (59,322) 93,677
AEP Texas Central Company (4,250) 116,936
AEP Texas North Company (10,507) 24,686
Appalachian Power Company (3,136) 387,640
Blackhawk Coal Company - 14,717
Cedar Coal Company - 12,259
Central Appalachian Coal Company - 1,650
Central Coal Company - 774
Colomet Inc. (2,341) -
Columbus Southern Power Company (124,204) 113,748
Conesville Coal Prep Company - 2,815
Franklin Real Estate Company - 226
Indiana & Michigan Power Company (94,097) 272,898
Indiana Franklin Realty - 39
Kentucky Power Company (133,351) -
Kingsport Power Company (5,740) 3,375
Ohio Power Company (362,860) -
Public Service Company of Oklahoma (159,362) -
Simco Inc. - 292
Southern Appalachian Coal Company - 7,474
Southwestern Electric Power Company (112,426) 68,495
Wheeling Power Company (2,171) 4,949
Interest Rate Days Borrowed/Invested
------------- ----------------------
Weighted Average Interest Rate for Borrowed Funds 2.1394% 57
Weighted Average Interest Rate for Invested Funds 1.1193% 34
Net Weighted Average Interest Rate for Borrowed Funds 0.7904% 91
Page 10
Item 8
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 Company, Inc. April 10, 2003
U-6B-2 Appalachian Power Company May 8, 2003
U-6B-2 Appalachian Power Company May 8, 2003
U-6B-2 Kentucky Power Company May 8, 2003
U-6B-2 Kentucky Power Company June 30, 2003
Page 11
Item 9
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 Energy Services Ventures II, Inc. June 30, 2003 $13,340,394 AEP Energy Services Gas Holding Company
II, L.L.C.
Dolet Hills Lignite Company, LLC May 23, 2003 $13,297,304 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: August 29, 2003
BY: AMERICAN ELECTRIC POWER COMPANY, INC.
for itself and its subsidiaries
BY: /s/ Geoffrey S. Chatas
----------------------------
Geoffrey S. Chatas
Treasurer