Exhibit 24


                                POWER OF ATTORNEY

              Annual Report on Form 10-K for the Fiscal Year Ended
                                December 31, 2003


The  undersigned  directors of the following  companies (each  respectively  the
"Company")

         Company                                      State of Incorporation

  AEP Generating Company                                     Ohio
  Appalachian Power Company                                Virginia
  AEP Texas Central Company                                 Texas
  AEP Texas North Company                                   Texas
  Columbus Southern Power Company                            Ohio
  Kentucky Power Company                                   Kentucky
  Ohio Power Company                                         Ohio
  Public Service Company of Oklahoma                       Oklahoma
  Southwestern Electric Power Company                      Delaware

do hereby constitute and appoint MICHAEL G. MORRIS, STEPHEN P. SMITH and SUSAN
TOMASKY, and each of them, their attorneys-in-fact and agents, to execute for
them, and in their names, and in any and all of their capacities, the Annual
Report of the Company on Form 10-K, pursuant to Section 13 of the Securities
Exchange Act of 1934, for the fiscal year ended December 31, 2003, and any and
all amendments thereto, and to file the same, with all exhibits thereto and
other documents in connection therewith, with the Securities and Exchange
Commission, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform every act and thing required or
necessary to be done, as fully to all intents and purposes as the undersigned
might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or any of them, may lawfully do or cause to be
done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned have signed these presents this
28th day of January, 2004.


   /s/ Jeffrey D. Cross                       /s/ Armando A. Pena
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Jeffrey D. Cross                           Armando A. Pena


   /s/ Henry W. Fayne                         /s/ Robert P. Powers
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Henry W. Fayne                             Robert P. Powers


   /s/ Thomas M. Hagan                        /s/ Thomas V. Shockley, III
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Thomas M. Hagan                            Thomas V. Shockley, III


   /s/ Michael G. Morris                      /s/ Susan Tomasky
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Michael G. Morris                          Susan Tomasky