UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) November 26, 2002
Commission Registrant, State of Incorporation I.R. S. Employer
File Number Address, and Telephone Number Identification No.
- ----------- ----------------------------- ------------------
0-346 CENTRAL POWER AND LIGHT COMPANY (A Texas Corporation) 74-0550600
0-343 PUBLIC SERVICE COMPANY OF OKLAHOMA 73-0410895
(An Oklahoma Corporation)
1-3146 SOUTHWESTERN ELECTRIC POWER COMPANY 72-0323455
(A Delaware Corporation)
0-340 WEST TEXAS UTILITIES COMPANY (A Texas Corporation) 75-0646790
1 Riverside Plaza, Columbus, Ohio 43215-2373
Telephone (614) 223-1000
Item 7. Financial Statements and Exhibits.
The following is being filed as additional material and included in Item
5 of the Form 8-K dated November 18, 2002.
This is a copy of a report previously issued by Arthur Andersen LLP. The
report has not been reissued by Arthur Andersen LLP nor has Arthur Andersen LLP
provided a consent to the inclusion of its report in this Current Report on Form
8-K/A.
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Stockholders and Board of Directors of
Central Power and Light Company:
We have audited the accompanying consolidated balance sheets and consolidated
statements of capitalization of Central Power and Light Company (a Texas
corporation and a wholly owned subsidiary of Central and South West Corporation)
and subsidiary company as of December 31, 1999, and the related consolidated
statements of income, retained earnings and cash flows, for each of the two
years in the period ended December 31, 1999 prior to the restatement (and,
therefore, are not presented herein) for the retroactive effect of the
conforming change in the method of accounting for vacation pay accruals and
certain conforming reclassifications to the historical consolidated financial
statements as described in Note 3 to the restated financial statements. These
financial statements are the responsibility of Central Power and Light Company's
management. Our responsibility is to express an opinion on these consolidated
financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the consolidated financial statements prior to the restatement
referred to above present fairly, in all material respects, the financial
position of Central Power and Light Company and subsidiary company as of
December 31, 1999, and the results of their operations and their cash flows for
each of the two years in the period ended December 31, 1999, in conformity with
accounting principles generally accepted in the United States.
ARTHUR ANDERSEN LLP
Dallas, Texas
February 25, 2000
This is a copy of a report previously issued by Arthur Andersen LLP.
The report has not been reissued by Arthur Andersen LLP nor has Arthur Andersen
LLP provided a consent to the inclusion of its report in this Current Report on
Form 8-K/A.
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Stockholders and Board of Directors of
Public Service Company of Oklahoma:
We have audited the accompanying consolidated balance sheets and consolidated
statements of capitalization of Public Service Company of Oklahoma (an Oklahoma
corporation and a wholly owned subsidiary of Central and South West Corporation)
and subsidiary companies as of December 31, 1999, and the related consolidated
statements of income, retained earnings and cash flows, for each of the two
years in the period ended December 31, 1999 prior to the restatement (and,
therefore, are not presented herein) for the retroactive effect of the
conforming change in the method of accounting for vacation pay accruals and
certain conforming reclassifications to the historical consolidated financial
statements as described in Note 3 to the restated financial statements. These
financial statements are the responsibility of Public Service Company of
Oklahoma's management. Our responsibility is to express an opinion on these
consolidated financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the consolidated financial statements prior to the restatement
referred to above present fairly, in all material respects, the financial
position of Public Service Company of Oklahoma and subsidiary companies as of
December 31, 1999, and the results of their operations and their cash flows for
each of the two years in the period ended December 31, 1999, in conformity with
accounting principles generally accepted in the United States.
ARTHUR ANDERSEN LLP
Dallas, Texas
February 25, 2000
This is a copy of a report previously issued by Arthur Andersen LLP.
The report has not been reissued by Arthur Andersen LLP nor has Arthur Andersen
LLP provided a consent to the inclusion of its report in this Current Report on
Form 8-K/A.
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Stockholders and Board of Directors of
Southwestern Electric Power Company:
We have audited the accompanying consolidated balance sheets and consolidated
statements of capitalization of Southwestern Electric Power Company (a Delaware
corporation and a wholly owned subsidiary of Central and South West Corporation)
and subsidiary company as of December 31, 1999, and the related consolidated
statements of income, retained earnings and cash flows, for each of the two
years in the period ended December 31, 1999 prior to the restatement (and,
therefore, are not presented herein) for the retroactive effect of the
conforming change in the method of accounting for vacation pay accruals and
certain conforming reclassifications to the historical consolidated financial
statements as described in Note 3 to the restated financial statements. These
financial statements are the responsibility of Southwestern Electric Power
Company's management. Our responsibility is to express an opinion on these
consolidated financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the consolidated financial statements prior to the restatement
referred to above present fairly, in all material respects, the financial
position of Southwestern Electric Power Company and subsidiary company as of
December 31, 1999, and the results of their operations and their cash flows for
each of the two years in the period ended December 31, 1999, in conformity with
accounting principles generally accepted in the United States.
ARTHUR ANDERSEN LLP
Dallas, Texas
February 25, 2000
This is a copy of a report previously issued by Arthur Andersen LLP.
The report has not been reissued by Arthur Andersen LLP nor has Arthur Andersen
LLP provided a consent to the inclusion of its report in this Current Report on
Form 8-K/A.
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Stockholders and Board of Directors of
West Texas Utilities Company:
We have audited the accompanying balance sheets and statements of capitalization
of West Texas Utilities Company (a Texas corporation and a wholly owned
subsidiary of Central and South West Corporation) as of December 31, 1999, and
the related statements of income, retained earnings and cash flows, for each of
the two years in the period ended December 31, 1999 prior to the restatement
(and, therefore, are not presented herein) for the retroactive effect of the
conforming change in the method of accounting for vacation pay accruals and
certain conforming reclassifications to the historical financial statements as
described in Note 3 to the restated financial statements. These financial
statements are the responsibility of West Texas Utilities Company's management.
Our responsibility is to express an opinion on these financial statements based
on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements prior to the restatement referred to
above present fairly, in all material respects, the financial position of West
Texas Utilities Company as of December 31, 1999, and the results of their
operations and their cash flows for each of the two years in the period ended
December 31, 1999, in conformity with accounting principles generally accepted
in the United States.
ARTHUR ANDERSEN LLP
Dallas, Texas
February 25, 2000
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, each
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized. The signature for each undersigned
company shall be deemed to relate only to matters having reference to such
company and any subsidiaries thereof.
CENTRAL POWER AND LIGHT COMPANY
PUBLIC SERVICE COMPANY OF OKLAHOMA
SOUTHWESTERN ELECTRIC POWER COMPANY
WEST TEXAS UTILITIES COMPANY
By: /s/Joseph M. Buonaiuto
--------------------------------
Joseph M. Buonaiuto
Controller and Chief Accounting Officer
Date: November 26, 2002