FORM T-1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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)
THE BANK OF NEW YORK
(Exact name of trustee as specified in its charter)
New York 13-5160382
(State of incorporation (I.R.S. employer
if not a U.S. national bank) identification no.)
One Wall Street, New York, N.Y. 10286
(Address of principal executive offices) (Zip code)
APPALACHIAN POWER COMPANY
(Exact name of obligor as specified in its charter)
Virginia 54-0124790
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
40 Franklin Road, S.W.
Roanoke, Virginia 46801
(Address of principal executive offices) (Zip code)
______________________
Unsecured Notes
(Title of the indenture securities)
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
Superintendent of Banks of the State of 2 Rector Street, New York, NY
New York 10006, and Albany, NY 12203
Federal Reserve Bank of New York 33 Liberty Plaza, New York, NY
10045
Federal Deposit Insurance Corporation Washington, D.C. 20429
New York Clearing House Association New York, NY 10005
(b) Whether it is authorized to exercise corporate trust powers.
Yes.
2. Affiliations with Obligor.
If the obligor is an affiliate of the trustee, describe each such
affiliation.
None.
16. List of Exhibits.
Exhibits identified in parentheses below, on file with the
Commission, are incorporated herein by reference as an exhibit
hereto, pursuant to Rule 7a-29 under the Trust Indenture Act of
1939 (the "Act") and 17 C.F.R. 229.10(d).
1.A copy of the Organization Certificate of The Bank of New York
(formerly Irving Trust Company) as now in effect, which contains
the authority to commence business and a grant of powers to
exercise corporate trust powers. (Exhibit 1 to Amendment No. 1 to
Form T-1 filed with Registration Statement No. 33-6215, Exhibits 1a
and 1b to Form T-1 filed with Registration Statement No. 33-21672
and Exhibit 1 to Form T-1 filed with Registration Statement No.
33-29637.)
4.A copy of the existing By-laws of the Trustee. (Exhibit 4 to Form
T-1 filed with Registration Statement No. 33-31019.)
6.The consent of the Trustee required by Section 321(b) of the Act.
(Exhibit 6 to Form T-1 filed with Registration Statement No.
33-44051.)
7.A copy of the latest report of condition of the Trustee published
pursuant to law or to the requirements of its supervising or
examining authority.
SIGNATURE
Pursuant to the requirements of the Act, the Trustee, The Bank of
New York, 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 28th day of July,
1999.
THE BANK OF NEW YORK
By: /s/ Michael Culhane
Name: Michael Culhane
Title: Vice President
EXHIBIT 7
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Consolidated Report of Condition of
THE BANK OF NEW YORK
of One Wall Street, New York, N.Y. 10286
And Foreign and Domestic Subsidiaries,
a member of the Federal Reserve System, at the close of business March 31,
1999, published in accordance with a call made by the Federal Reserve Bank
of this District pursuant to the provisions of the Federal Reserve Act.
ASSETS Dollar Amounts
In Thousands
Cash and balances due from
depository institutions:
Noninterest-bearing balances $4,508,742
and currency and coin........
Interest-bearing balances..... 4,425,071
Securities:
Held-to-maturity securities... 836,304
Available-for-sale securities. 4,047,851
Federal funds sold and 1,743,269
Securities purchased under
agreements to resell..........
Loans and lease financing
receivables:
Loans and leases, net of
unearned
income 39,349,679
LESS: Allowance for loan and
lease losses 603,025
LESS: Allocated transfer risk
reserve 15,906
Loans and leases, net of 38,730,748
unearned income, allowance,
and reserve..................
Trading Assets.................. 1,571,372
Premises and fixed assets 685,674
(including capitalized leases)
Other real estate owned......... 10,331
Investments in unconsolidated 182,449
subsidiaries and associated
companies.....................
Customers' liability to this 1,184,822
bank on acceptances
outstanding...................
Intangible assets............... 1,129,636
Other assets.................... 2,632,309
Total assets....................
$61,688,578
LIABILITIES
Deposits:
In domestic offices........... $25,731,036
Noninterest-bearing.10,252,589
Interest-bearing....15,478,447
In foreign offices, Edge and 18,756,302
Agreement subsidiaries, and
IBFs.........................
Noninterest-bearing....111,386
Interest-bearing....18,644,916
Federal funds purchased and 3,276,362
Securities sold under
agreements to repurchase......
Demand notes issued to the 230,671
U.S.Treasury..................
Trading liabilities............. 1,554,493
Other borrowed money:
With remaining maturity of 1,154,502
one year or less.............
With remaining maturity of 465
more than one year through
three years..................
With remaining maturity of 31,080
more than three years........
Bank's liability on acceptances 1,185,364
executed and outstanding......
Subordinated notes and 1,308,000
debentures....................
Other liabilities............... 2,743,590
Total liabilities...............
55,971,865
EQUITY CAPITAL
Common stock.................... 1,135,284
Surplus......................... 764,443
Undivided profits and capital 3,807,697
reserves......................
Net unrealized holding gains 44,106
(losses) on
available-for-sale securities.
Cumulative foreign currency
translation adjustments....... ( 34,817)
Total equity capital............ 5,716,713
Total liabilities and equity
capital....................... $61,688,578
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I, Thomas J. Mastro, Senior Vice President and Comptroller of the
above-named bank do hereby declare that this Report of Condition has been
prepared in conformance with the instructions issued by the Board of
Governors of the Federal Reserve System and is true to the best of my
knowledge and belief.
Thomas J. Mastro
We, the undersigned directors, attest to the correctness of this Report
of Condition and declare that it has been examined by us and to the best of
our knowledge and belief has been prepared in conformance with the
instructions issued by the Board of Governors of the Federal Reserve System
and is true and correct.
A. Reyni
Alan R. Griffith
Gerald L. Hassell