File No. 70-9729
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 3
TO
FORM U-1
APPLICATION OR DECLARATION
under the
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
* * *
AMERICAN ELECTRIC POWER COMPANY, INC.
1 Riverside Plaza, Columbus, Ohio 43215
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(Name of company or companies 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)
* * *
A. A. Pena, Senior Vice President and Treasurer
American Electric Power Service Corporation
1 Riverside Plaza, Columbus, Ohio 43215
Susan Tomasky, General Counsel
American Electric Power Service Corporation
1 Riverside Plaza, Columbus, Ohio 43215
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(Names and addresses of agents for service)
ITEM 1. DESCRIPTION OF PROPOSED TRANSACTIONS
American Electric Power Company, Inc. ("AEP"), a registered holding
company under the Public Utility Holding Company Act of 1935, as amended (the
"Act") hereby amends and restates the first paragraph of Item 1 as follows:
American Electric Power Company, Inc. ("AEP") is a registered holding
company under the Public Utility Holding Company Act of 1935, as amended (the
"Act"). AEP proposes to organize and acquire all of the common stock or other
equity interests of one or more subsidiaries (collectively, the "Financing
Subsidiary") for the purpose of effecting various financing transactions from
time to time through June 30, 2004 involving the issuance and sale of up to an
aggregate of $4.0 billion (cash proceeds to AEP) in any combination of Common
Stock, Preferred Securities, Debt Securities, Stock Purchase Contracts and Stock
Purchase Units, as well as its common stock issuable pursuant to such Stock
Purchase Contracts and Stock Purchase Units, all as described herein. AEP
further proposes that it may effect directly (i.e., without the Financing
Subsidiary) any such transaction involving Common Stock, Preferred Securities,
Debt Securities, Stock Purchase Contracts or Stock Purchase Units as described
herein, provided that AEP shall not issue any secured indebtedness. AEP will not
publicly issue unsecured indebtedness or Preferred Securities pursuant to this
File unless it has maintained at least an investment grade corporate or senior
unsecured debt rating by at least one nationally recognized rating agency. No
Finance Subsidiary or Special Purpose Subsidiary, as defined below, shall
acquire or dispose of, directly or indirectly, any interest in any Utility
Asset, as that term is defined under the Act. Additionally, AEP's forecasted
cash flow analysis and capitalization forecast for the next two years (attached
hereto as Exhibit C), which forecasts assume the issuance of $1 billion of
common stock out of the $2.75 billion total remaining financing authority
requested herein, indicate that it is expected that AEP's common equity will
remain above 30% of its consolidated capitalization for each time period set
forth in Exhibit C.
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company Act of
1935, the undersigned company has duly caused this statement to be signed on its
behalf by the undersigned thereunto duly authorized.
AMERICAN ELECTRIC POWER COMPANY, INC.
By:/s/ A. A. Pena___________
A. A. Pena
Treasurer
Dated: November 6, 2001