UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C 20549
FORM T-1
STATEMENT OF ELIGIBILITY UNDER
THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION
DESIGNATED TO ACT AS TRUSTEE
CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY
OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) ______
BANKERS TRUST COMPANY
(Exact name of trustee as specified in its charter)
NEW YORK 13-4941247
(Jurisdiction of incorporation (I.R.S. Employer
if not a U.S. national bank) Identification no.)
Four Albany Street
New York, New York 10006
(Address of principal (Zip Code)
executive offices)
Bankers Trust Company
Legal Department
130 Liberty Street, 31st Floor
New York, New York 10006
(212) 250-2201
(Name, address and telephone number of agent for service)
APPALACHIAN POWER COMPANY
(Exact name of obligor as specified in the charter)
VIRGINIA 54-0124790
(State or other jurisdiction (I.R.S. employer
of Incorporation or organization) Identification no.)
40 FRANKLIN ROAD S.W.
ROANOKE, VIRGINIA 24011
(Address of principal (Zip Code)
executive offices)
NOTES
(Title of the indenture securities)
Item 1. General Information.
Furnish the following information as to the Trustee.
(a) Name and address of each examining or supervising
authority to which it is subject.
Name Address
Federal Reserve Bank (2nd District) New York, N.Y.
Federal Deposit Insurance Corporation Washington, D.C.
New York State Banking Department Albany, N.Y.
(b) Whether it is authorized to exercise corporate
trust powers.
Yes.
Item 2. Affiliations with Obligor.
If the obligor is an affiliate of the Trustee, describe
each such affiliation.
None.
Item 3.-15. Not Applicable.
Item 16. List of Exhibits.
Exhibit 1 - Restated Organization Certificate of
Bankers Trust Company dated August 7,
1990 and Certificate of Amendment of the
Organization Certificate of Bankers Trust
Company dated June 21, 1995.
Incorporated herein by reference to
Exhibit 1 filed with Form T-1 Statement,
Registration No. 33-65171.
Exhibit 2 - Certificate of authority to commence
business. Incorporated herein by
reference to Exhibit 2 filed with Form T-
1 Statement, Registration No. 33-21047.
Exhibit 3 - Authorization of the Trustee to exercise
corporate trust powers. Incorporated
herein by reference to Exhibit 3 filed
with Form T-1 Statement, Registration No.
33-21047.
Exhibit 4 - Existing By-Laws of Bankers Trust
Company, dated as amended on October 19,
1995. Incorporated herein by reference
to Exhibit 4 filed with Form T-1
Statement, Registration No. 33-65171.
Exhibit 5 - Not applicable.
Exhibit 6 - Consent of Bankers Trust required by
Section 321(b) of the Act. Incorporated
herein by reference to Exhibit 4 filed
with Form T-1 Statement, Registration No.
22-18864.
Exhibit 7 - A copy of the latest report of condition
of Bankers Trust Company dated as of
September 30, 1995. Incorporated herein
by reference to Exhibit 7 to Form T-1
filed with Registration Statement No. 33-
65171.
Exhibit 8 - Not Applicable.
Exhibit 9 - Not Applicable.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of
1939 the Trustee, Bankers Trust Company, a corporation organized
and existing under the laws of the State of New York, has duly
caused this statement of eligibility to be signed on its behalf by
the undersigned, thereunto duly authorized, all in The City of New
York, and State of New York, on the 16th day of February, 1996.
BANKERS TRUST COMPANY
By: /s/ Scott Thiel
Scott Thiel
Assistant Treasurer
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