EXHIBIT 25(B)

 THIS CONFORMING PAPER FORMAT DOCUMENT IS BEING SUBMITTED PURSUANT TO RULE 
 901(D) OF REGULATION S-T

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                                    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.)

48 WALL STREET, NEW YORK, N.Y.                                    10286
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                        (ZIP CODE)





                       SOUTHWESTERN ELECTRIC POWER COMPANY
               (EXACT NAME OF OBLIGOR AS SPECIFIED IN ITS CHARTER)


DELAWARE                                                         72-0323455
(STATE OR OTHER JURISDICTION OF(I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION)                               IDENTIFICATION NO.)

428 TRAVIS STREET
SHREVEPORT, LOUISIANA                                            71156-0001
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                         (ZIP CODE)

                             ----------------------

                      GUARANTEE OF PREFERRED SECURITIES OF
                                SWEPCO CAPITAL I
                       (TITLE OF THE INDENTURE SECURITIES)


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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,
NEW YORK                                       N.Y.  10006, AND ALBANY, N.Y.
                                               12203

FEDERAL RESERVE BANK OF NEW YORK               33 LIBERTY PLAZA, NEW YORK,
                                               N.Y.  10045

FEDERAL DEPOSIT INSURANCE CORPORATION          WASHINGTON, D.C.  20429

NEW YORK CLEARING HOUSE ASSOCIATION            NEW YORK, NEW YORK   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 RULE 24
        OF THE COMMISSION'S RULES OF PRACTICE.

        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.



 THIS CONFORMING PAPER FORMAT DOCUMENT IS BEING SUBMITTED PURSUANT TO RULE 
 901(D) OF REGULATION S-T
                                   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 29TH DAY OF JANUARY, 1997.


                                         THE BANK OF NEW YORK



                                         BY:     /S/VIVIAN GEORGES
                                         NAME:  VIVIAN GEORGES
                                         TITLE: ASSISTANT VICE PRESIDENT