Selected Consolidated Financial Data Year Ended December 31, 1995 1994 1993 1992 1991 (in thousands) INCOME STATEMENTS DATA: Operating Revenues $1,071,862 $1,031,151 $953,652 $843,996 $858,290 Operating Expenses 886,054 845,283 803,436 721,681 757,416 Operating Income 185,808 185,868 150,216 122,315 100,874 Nonoperating Income 5,202 7,030 27,343 47,170 54,999 Loss from Zimmer Plant Disallowance (net of tax) - - 144,533 - - Income Before Interest Charges 191,010 192,898 33,026 169,485 155,873 Interest Charges (net) 80,394 83,053 88,924 93,241 88,894 Net Income (Loss) 110,616 109,845 (55,898) 76,244 66,979 Preferred Stock Dividend Requirements 11,907 12,084 11,062 10,220 7,125 Earnings (Loss) Applicable to Common Stock $ 98,709 $ 97,761 $ (66,960) $ 66,024 $ 59,854 December 31, 1995 1994 1993 1992 1991 BALANCE SHEETS DATA: (in thousands) Electric Utility Plant $2,820,208 $2,729,577 $2,645,055 $2,724,506 $2,667,259 Accumulated Depreciation 953,170 884,237 811,817 754,367 693,085 Net Electric Utility Plant $1,867,038 $1,845,340 $1,833,238 $1,970,139 $1,974,174 Total Assets $2,594,126 $2,594,342 $2,582,671 $2,371,370 $2,297,357 Common Stock and Paid-in Capital $ 615,453 $ 606,668 $ 607,072 $ 607,072 $ 587,624 Retained Earnings 74,320 46,976 18,288 127,562 130,765 Total Common Shareholder's Equity $ 689,773 $ 653,644 $ 625,360 $ 734,634 $ 718,389 Cumulative Preferred Stock - Subject to Mandatory Redemption (a) $ 82,500 $ 150,000 $ 125,000 $ 125,000 $ 75,000 Long-term Debt (a) $ 990,796 $ 997,608 $1,017,713 $ 977,921 $ 991,980 Obligations Under Capital Leases (a) $ 27,816 $ 24,452 $ 15,237 $ 9,951 $ 9,234 Total Capitalization and Liabilities $2,594,126 $2,594,342 $2,582,671 $2,371,370 $2,297,357 (a) Including portion due within one year. MANAGEMENT'S NARRATIVE ANALYSIS OF RESULTS OF OPERATIONS Net Income Increases Net income increased slightly in 1995 over 1994 due to decreased interest expense as a result of refinancing of debt at lower interest rates and postponement in the replacement of retired debt. A favorable earnings impact from increased energy sales was offset by corresponding increases in AEP System Power Pool (Power Pool) capacity charges, property taxes, federal income taxes and severance charges in connection with a realignment of operations. Operating Revenues Increase Operating revenues for 1995 increased $40.7 million or 3.9%. The components of the change in revenues were as follows: Increase (Decrease) (dollars in millions) From Previous Year Amount % Retail: Price Variance . . . . . . . . $ 4.2 Volume Variance. . . . . . . . 40.5 Fuel Cost Recoveries . . . . . (5.1) 39.6 4.2 Wholesale: Price Variance . . . . . . . . (6.9) Volume Variance. . . . . . . . 3.5 (3.4) (4.3) Other Operating Revenues. . . . . 4.5 Total . . . . . . . . . . . . . $40.7 3.9 The increase in 1995 operating revenues resulted predominantly from a 5% increase in energy sales to retail customers primarily due to increased usage by and continued growth in the number of retail customers reflecting the addition of 10,755 customers. Energy sales to residential customers, which is the most weather-sensitive customer class, rose almost 8% in 1995 mainly as a result of increased usage in the last half of the year reflecting unseasonably warm summer weather in 1995 and colder weather in the fourth quarter of 1995 as compared to the prior year s fourth quarter. Sales to commercial customers rose 4% reflecting the effects of weather, an expanding economy and additional customers. Although revenues from wholesale customers declined in 1995, wholesale energy sales increased by more than 4% largely due to increased sales made on an hourly basis by the AEP System Power Pool (Power Pool) to unaffiliated utilities. This type of short-term sale is typically made when the unaffiliated utility can purchase energy at a lower cost than the cost at which that utility can generate the energy. Such sales usually take place as a result of increased weather-related demand. The increase in 1995 wholesale energy sales occurred during the last six months of the year when the summer weather was unseasonably warm and fall temperatures were colder as compared with the prior year. Although wholesale energy sales increased, wholesale revenues declined in 1995 reflecting the impact of increasing competition on pricing. Operating Expenses Increase Operating expenses increased $40.8 million or 4.8% in 1995. Changes in the components of operating expenses were as follows: Increase (Decrease) (dollars in millions) From Previous Year Amount % Fuel. . . . . . . . . . . . . . . $(34.4) (16.9) Purchased Power . . . . . . . . . 33.0 24.5 Other Operation . . . . . . . . . 15.4 8.8 Maintenance . . . . . . . . . . . (0.6) (0.9) Depreciation. . . . . . . . . . . 2.3 2.7 Amortization of Zimmer Plant Phase-in Costs. . . . . . . . . 6.1 22.6 Taxes Other Than Federal Income Taxes. . . . . . . . . . 7.0 6.8 Federal Income Taxes. . . . . . . 12.0 25.6 Total Operating Expenses. . . . $40.8 4.8 The decrease in fuel expense was due to an 11% decrease in net generation and the operation of the fuel clause adjustment mechanism as the combination of the deferral of underrecovered fuel costs in 1995 and the accrual of overrecovered fuel costs in 1994 reduced fuel expense. Net generation decreased as the Company increased power purchases from the Power Pool in order to substitute less expensive nuclear energy available from the Power Pool for internally generated energy. The two nuclear units of an affiliated Power Pool member company were out of service for refueling and maintenance during portions of 1994 causing the Company to increase generation in order to sell more power to the Power Pool to replace the unavailable nuclear energy. This accounts for the decease in generation even though the Company s energy sales increased. Increased energy deliveries from the Power Pool and increased capacity charges from the Power Pool accounted for the increase in purchased power expense. As a Power Pool member whose internal demand exceeds its capacity, the Company pays capacity charges allocated to Power Pool members based on their relative peak demands. An increase in the Company s prior twelve month peak demand relative to the total peak demand of all Power Pool members caused the increase in Power Pool capacity charges. Other operation expenses increased due to a provision for severance pay recorded related mainly to the AEP System s functional realignment of operations; the effect of a favorable adjustment in 1994 due to a reduction in the estimate for injuries and damages claims; and membership dues as a result of the Company joining the Electric Power Research Institute. The increase in amortization of Zimmer Plant phase-in costs, which is based on a rate per kilowatthour sold, reflects the rise in kilowatthour sales and a full year of amortization in 1995 compared with a partial year of amortization in 1994, the year deferrals began. Taxes other than federal income taxes rose as a result of increased property taxes reflecting higher tax rates and tax bases and increased gross receipts taxes reflecting increased revenues. Federal income tax expense attributable to operations increased primarily due to the increase in pre-tax operating income and the effects of favorable accrual adjustments recorded in 1994 in connection with the resolution of the audits of prior years tax returns. The retirement of long-term debt early in the second quarter and no issuance of new debt until late in the third quarter caused the decline in interest charges. INDEPENDENT AUDITORS' REPORT To the Shareholders and Board of Directors of Columbus Southern Power Company: We have audited the accompanying consolidated balance sheets of Columbus Southern Power Company and its subsidiaries as of December 31, 1995 and 1994, and the related consolidated statements of income, retained earnings, and cash flows for each of the three years in the period ended December 31, 1995. These financial statements are the responsibility of the 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 generally accepted auditing standards. 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, such consolidated financial statements present fairly, in all material respects, the financial position of Columbus Southern Power Company and its subsidiaries as of December 31, 1995 and 1994, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 1995 in conformity with generally accepted accounting principles. DELOITTE & TOUCHE LLP Columbus, Ohio February 27, 1996 Consolidated Statements of Income Year Ended December 31, 1995 1994 1993 (in thousands) OPERATING REVENUES $1,071,862 $1,031,151 $953,652 OPERATING EXPENSES: Fuel 169,791 204,210 186,761 Purchased Power 167,517 134,540 159,979 Other Operation 190,542 175,102 170,397 Maintenance 71,022 71,629 71,537 Depreciation 85,448 83,180 84,883 Amortization (Deferral) of Zimmer Plant Phase-in Costs 33,268 27,144 (8,913) Taxes Other Than Federal Income Taxes 109,680 102,672 99,348 Federal Income Taxes 58,786 46,806 39,444 TOTAL OPERATING EXPENSES 886,054 845,283 803,436 OPERATING INCOME 185,808 185,868 150,216 NONOPERATING INCOME: Deferred Zimmer Plant Carrying Charges (net of tax) 3,089 5,604 25,343 Other 2,113 1,426 2,000 TOTAL NONOPERATING INCOME 5,202 7,030 27,343 Loss From Zimmer Plant Disallowance: Disallowed Cost - - 159,067 Related Income Taxes - - (14,534) NET ZIMMER LOSS - - 144,533 INCOME BEFORE INTEREST CHARGES 191,010 192,898 33,026 INTEREST CHARGES 80,394 83,053 88,924 NET INCOME (LOSS) 110,616 109,845 (55,898) PREFERRED STOCK DIVIDEND REQUIREMENTS 11,907 12,084 11,062 EARNINGS (LOSS) APPLICABLE TO COMMON STOCK $ 98,709 $ 97,761 $ (66,960) See Notes to Consolidated Financial Statements. Consolidated Balance Sheets December 31, 1995 1994 (in thousands) ASSETS ELECTRIC UTILITY PLANT: Production $1,481,309 $1,461,484 Transmission 314,413 306,744 Distribution 843,228 797,570 General 117,185 111,623 Construction Work in Progress 64,073 52,156 Total Electric Utility Plant 2,820,208 2,729,577 Accumulated Depreciation 953,170 884,237 NET ELECTRIC UTILITY PLANT 1,867,038 1,845,340 OTHER PROPERTY AND INVESTMENTS 25,950 26,744 CURRENT ASSETS: Cash and Cash Equivalents 10,577 14,065 Accounts Receivable: Customers 52,390 41,056 Affiliated Companies 4,465 4,624 Miscellaneous 10,059 10,025 Allowance for Uncollectible Accounts (1,061) (1,768) Fuel - at average cost 24,316 28,060 Materials and Supplies - at average cost 23,519 24,923 Accrued Utility Revenues 40,389 31,595 Prepayments 32,116 31,241 TOTAL CURRENT ASSETS 196,770 183,821 REGULATORY ASSETS 438,005 475,019 DEFERRED CHARGES 66,363 63,418 TOTAL $2,594,126 $2,594,342 See Notes to Consolidated Financial Statements. December 31, 1995 1994 (in thousands) CAPITALIZATION AND LIABILITIES CAPITALIZATION: Common Stock - No Par Value: Authorized - 24,000,000 Shares Outstanding - 16,410,426 Shares $ 41,026 $ 41,026 Paid-in Capital 574,427 565,642 Retained Earnings 74,320 46,976 Total Common Shareholder's Equity 689,773 653,644 Cumulative Preferred Stock - Subject to Mandatory Redemption 75,000 150,000 Long-term Debt 990,796 917,608 TOTAL CAPITALIZATION 1,755,569 1,721,252 OTHER NONCURRENT LIABILITIES 34,571 38,913 CURRENT LIABILITIES: Preferred Stock Due Within One Year 7,500 - Long-term Debt Due Within One Year - 80,000 Short-term Debt 34,325 - Accounts Payable - General 31,276 34,934 Accounts Payable - Affiliated Companies 20,753 14,057 Taxes Accrued 120,093 113,362 Interest Accrued 17,016 18,923 Other 30,955 24,469 TOTAL CURRENT LIABILITIES 261,918 285,745 DEFERRED INCOME TAXES 464,413 467,593 DEFERRED INVESTMENT TAX CREDITS 61,010 64,597 DEFERRED CREDITS 16,645 16,242 COMMITMENTS AND CONTINGENCIES (Note 3) TOTAL $2,594,126 $2,594,342 Consolidated Statements of Cash Flows Year Ended December 31, 1995 1994 1993 (in thousands) OPERATING ACTIVITIES: Net Income (Loss) $ 110,616 $ 109,845 $ (55,898) Adjustments for Noncash Items: Depreciation 85,071 82,795 84,462 Deferred Federal Income Taxes 2,914 (2,132) 10,167 Deferred Investment Tax Credits (3,483) (3,929) (5,471) Deferred Fuel Costs (net) (11,377) 2,247 3,659 Deferred Zimmer Plant Operating Expenses and Carrying Charges 29,150 19,156 (46,475) Loss from Zimmer Plant Disallowance - - 159,067 Changes in Certain Currrent Assets and Liabilities: Accounts Receivable (net) (11,916) (2,840) (8,030) Fuel, Materials and Supplies 5,148 5,046 1,428 Accrued Utility Revenues (8,794) (2,706) (12,599) Accounts Payable 3,038 (1,556) 3,336 Other (net) 6,212 (11,382) 886 Net Cash Flows From Operating Activities 206,579 194,544 134,532 INVESTING ACTIVITIES: Construction Expenditures (98,356) (80,973) (88,605) Proceeds from Sale and Leaseback Transactions and Other 2,923 2,606 2,659 Net Cash Flows Used For Investing Activities (95,433) (78,367) (85,946) FINANCING ACTIVITIES: Capital Contributions from Parent Company 15,000 - - Issuance of Cumulative Preferred Stock - 24,596 - Issuance of Long-term Debt 72,526 198,298 197,722 Retirement of Preferred Stock (71,773) - - Retirement of Long-term Debt (80,000) (225,834) (166,166) Change in Short-term Debt (net) 34,325 (25,225) (28,594) Dividends Paid on Common Stock (71,900) (68,788) (42,175) Dividends Paid on Cumulative Preferred Stock (12,812) (11,792) (11,062) Net Cash Flows Used For Financing Activities (114,634) (108,745) (50,275) Net Increase (Decrease) in Cash and Cash Equivalents (3,488) 7,432 (1,689) Cash and Cash Equivalents January 1 14,065 6,633 8,322 Cash and Cash Equivalents December 31 $ 10,577 $ 14,065 $ 6,633 See Notes to Consolidated Financial Statements. Consolidated Statements of Retained Earnings Year Ended December 31, 1995 1994 1993 (in thousands) Retained Earnings January 1 $ 46,976 $ 18,288 $127,562 Net Income (Loss) 110,616 109,845 (55,898) 157,592 128,133 71,664 Deductions: Cash Dividends Declared: Common Stock 71,900 68,788 42,175 Cumulative Preferred Stock: 7% Series 1,750 1,167 - 7-7/8% Series 3,937 3,938 3,937 9.50% Series 5,522 7,125 7,125 Total Cash Dividends Declared 83,109 81,018 53,237 Capital Stock Expense 163 139 139 Total Deductions 83,272 81,157 53,376 Retained Earnings December 31 $ 74,320 $ 46,976 $ 18,288 See Notes to Consolidated Financial Statements. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. SIGNIFICANT ACCOUNTING POLICIES: Organization Columbus Southern Power Company (the Company or CSPCo) is a wholly-owned subsidiary of American Electric Power Company, Inc. (AEP Co., Inc.), a public utility holding company. The Company is engaged in the generation, purchase, transmission and distribution of electric power serving 599,000 retail customers in central and southern Ohio. Wholesale electric power is supplied to neighboring utility systems. As a member of the American Electric Power (AEP) System Power Pool (Power Pool) and a signatory company to the AEP Transmission Equalization Agreement, CSPCo's facilities are operated in conjunction with the facilities of certain other AEP affiliated utilities as an integrated utility system. The Company's three wholly-owned subsidiaries, which are consolidated in these financial statements, are: Conesville Coal Preparation Company (CCPC) which provides coal washing services for one of the Company's generating stations; Simco Inc. which is engaged in leasing a coal conveyor system to CCPC; and Colomet, Inc. which is engaged in real estate activities for its parent. Regulation As a subsidiary of AEP Co., Inc., CSPCo is subject to the regulation of the Securities and Exchange Commission (SEC) under the Public Utility Holding Company Act of 1935 (1935 Act). Retail rates are regulated by the Public Utilities Commission of Ohio (PUCO). The Federal Energy Regulatory Commission (FERC) regulates wholesale rates. Principles of Consolidation The consolidated financial statements include CSPCo and its wholly-owned subsidiaries. Significant intercompany items are eliminated in consol- idation. Basis of Accounting As a cost-based rate-regulated entity, CSPCo's financial statements reflect the actions of regulators that result in the recognition of revenues and expenses in different time periods than enterprises that are not rate regulated. In accordance with Statement of Financial Accounting Standards (SFAS) No. 71, Accounting for the Effects of Certain Types of Regulation, regulatory assets and liabilities are recorded to reflect the economic effects of regulation. Use of Estimates The preparation of these financial statements in conformity with generally accepted accounting principles requires in certain instances the use of management s estimates. Actual results could differ from those estimates. Utility Plant Electric utility plant is stated at original cost and is generally subject to first mortgage liens. Additions, major replacements and betterments are added to the plant accounts. Retirements from the plant accounts and associated removal costs, net of salvage, are deducted from accumulated depreciation. The costs of labor, materials and overheads incurred to operate and maintain utility plant are included in operating expenses. Allowance for Funds Used During Construction (AFUDC) AFUDC is a noncash nonoperating income item that is recovered with regulator approval over the service life of utility plant through depreciation and represents the estimated cost of borrowed and equity funds used to finance construction projects. The amounts of AFUDC in 1995, 1994 and 1993 were not significant. Depreciation Depreciation is provided on a straight line basis over the estimated useful lives of utility plant and is calculated largely through the use of composite rates by functional class as follows: Functional Class Composite of Property Annual Rates Production 3.2% Transmission 2.3% Distribution 3.7% General 3.6% Amounts to be used for removal of plant are recovered through depreciation charges included in rates. Cash and Cash Equivalents Cash and cash equivalents include temporary cash investments with original maturities of three months or less. Sale of Receivables Under an agreement that expires in 2000, CSPCo can sell up to $50 million of undivided interests in designated pools of accounts receivable and ac- crued utility revenues with limited recourse. As collections reduce previously sold pools, interests in new pools are sold. At December 31, 1995 and 1994, $50 million remained to be collected and remitted to the buyer. Operating Revenues Revenues include the accrual of electricity consumed but unbilled at month-end as well as billed revenues. Fuel Costs Changes in retail jurisdictional fuel cost are deferred until reflected in revenues in later months through a PUCO fuel cost recovery mechanism. Wholesale jurisdictional fuel cost changes are expensed and billed as incurred. Income Taxes The Company follows the liability method of accounting for income taxes as prescribed by SFAS 109, Accounting for Income Taxes. Under the liability method, deferred income taxes are provided for all temporary differences between book cost and tax basis of assets and liabilities which will result in a future tax consequence. Where the flow-through method of accounting for temporary differences is reflected in rates, regulatory assets and liabilities are recorded in accordance with SFAS 71. Investment Tax Credits The Company's policy was to account for investment tax credits under the flow-through method except where regulatory commissions reflected investment tax credits in the rate-making process on a deferral basis. Commensurate with rate treatment deferred investment tax credits are being amortized over the life of the related plant investment. Debt and Preferred Stock Gains and losses on reacquired debt are deferred and amortized over the remaining term of the reacquired debt in accordance with rate-making treatment. If the debt is refinanced the reacquisition costs are deferred and amortized over the term of the replacement debt commensurate with their recovery in rates. Debt discount or premium and debt issuance expenses are amortized over the term of the related debt, with the amortization included in interest charges. Redemption premiums paid to reacquire preferred stock are deferred, debited to paid-in capital and amortized to retained earnings in accordance with rate-making treatment. Other Property and Investments Other property and investments are stated at cost. Reclassifications Certain prior-period amounts were reclassified to conform with current- period presentation. 2. EFFECTS OF REGULATION AND THE ZIMMER PHASE-IN PLAN: The consolidated financial statements include assets and liabilities recorded in accordance with regulatory actions in order to match expenses with related revenues included in cost-based regulated rates. The assets are expected to be recovered in future periods through the rate-making process and the liabilities are expected to reduce future cost recoveries. The Company has reviewed all the evidence currently available and concluded that it continues to meet the requirements to apply SFAS 71. In the event a portion of the Company s business no longer met these requirements regulatory assets and liabilities would have to be written off for that portion of the business. Regulatory assets and liabilities are comprised of the following: December 31, 1995 1994 (in thousands) Regulatory Assets: Amounts Due From Customers For Future Income Taxes $279,984 $286,079 Zimmer Plant Phase-in Plan Deferrals 46,887 75,394 Deferred Zimmer Plant Carrying Charges 43,003 43,003 Unamortized Loss On Reacquired Debt 31,025 34,839 Other* 37,106 35,704 Total Regulatory Assets $438,005 $475,019 Regulatory Liabilities: Deferred Investment Tax Credits $61,010 $64,597 Other* 12,351 13,123 Total Regulatory Liabilities $73,361 $77,720 * Included in Deferred Credits on the Consolidated Balance Sheets. The Zimmer Plant is a 1,300 mw coal-fired plant which commenced commercial operation in 1991. CSPCo owns 25.4% of the plant with the remainder owned by two unaffiliated companies. In May 1992 the PUCO issued an order providing for a phased-in rate increase of $123 million for the new Zimmer Plant to be implemented in three steps over a two-year period and disallowed $165 million of Zimmer Plant investment. CSPCo appealed the PUCO ordered Zimmer disallowance and phase-in plan to the Ohio Supreme Court. In November 1993 the Supreme Court issued a decision on CSPCo's appeal affirming the disallowance and finding that the PUCO did not have statutory authority to order phased-in rates. The Court instructed the PUCO to fix rates to provide gross annual revenues in accordance with the law and to provide a mechanism to recover the revenues deferred under the phase-in order. As a result of the ruling, 1993 net income was reduced by $144.5 million after tax to reflect the disallowance and in January 1994, the PUCO approved a 7.11% rate increase effective February 1, 1994. The increase is comprised of a 3.72% base rate increase to complete the rate increase phase-in and a temporary 3.39% surcharge, which will be in effect until the deferred revenues are recovered, estimated to be 1998. In 1995 and 1994, $28.5 and $18.5 million, respectively, of net phase-in deferrals were collected through the surcharge which reduced the deferrals from $93.9 million at December 31, 1993 to $75.4 million at December 31, 1994 and $46.9 million at December 31, 1995. In 1993 and 1992, $47.9 million and $46 million, respectively, were deferred under the phase-in plan. The recovery of amounts deferred under the phase-in plan and the increase in rates to the full rate level did not affect net income. From the in-service date of March 1991 until rates went into effect in May 1992 deferred carrying charges of $43 million were recorded on the Zimmer Plant investment. Recovery of the deferred carrying charges will be sought in the next PUCO base rate proceeding in accordance with the PUCO accounting order that authorized the deferral. 3. COMMITMENTS AND CONTINGENCIES: Construction and Other Commitments Substantial construction commitments have been made. Such commitments do not include any expenditures for new generating capacity. The aggregate construction program expenditures for 1996-1998 are estimated to be $286 million. Long-term fuel supply contracts contain clauses that provide for periodic price adjustments. The PUCO has a fuel clause mechanism that provides for deferral and subsequent recovery or refund of changes in the cost of fuel with commission review and approval. The contracts are for various terms, the longest of which extends to 2011, and contain various clauses that would release the Company from its obligation under certain force majeure conditions. Clean Air The Clean Air Act Amendments of 1990 (CAAA) require significant reductions in sulfur dioxide and nitrogen oxide emissions from various AEP System generating plants. The first phase of reductions in sulfur dioxide emissions (Phase I) began in 1995 and the second, more restrictive phase (Phase II) begins in the year 2000. The law also established a permanent nationwide cap on sulfur dioxide emissions after 1999. Several of the Company s generating units are affected by Phase I. Also a portion of Phase I compliance costs of other AEP affiliates is included in AEP System Power Pool costs (which are described in Note 4) and charged to the Company. These costs are not expected to have an adverse impact on results of operations. Litigation The Company is involved in a number of legal proceedings and claims. While management is unable to predict the outcome of litigation, it is not expected that the resolution of these matters will have a material adverse effect on the results of operations or financial condition. 4. RELATED PARTY TRANSACTIONS: Benefits and costs of the System's generating plants are shared by members of the Power Pool. Under the terms of the System Interconnection Agreement, capacity charges and credits are designed to allocate the cost of the System's capacity among the Power Pool members based on their relative peak demands and generating reserves. Power Pool members are also compensated for the out-of-pocket costs of energy delivered to the Power Pool and charged for energy received from the Power Pool. Operating revenues include $14.8 million in 1995, $15.8 million in 1994 and $12.5 million in 1993 for energy supplied to the Power Pool. Charges for Power Pool capacity reservation and energy received were included in purchased power expense as follows: Year Ended December 31, 1995 1994 1993 (in thousands) Capacity Charges $ 83,318 $ 74,936 $ 85,450 Energy Charges 74,100 46,164 68,277 Total $157,418 $121,100 $153,727 Power Pool members share in wholesale sales to unaffiliated utilities made by the Power Pool. The Company's share of the Power Pool's wholesale sales included in operating revenues were $45.8 million in 1995, $48.7 million in 1994 and $49.3 million in 1993. In addition, the Power Pool purchases power from unaffiliated companies for immediate resale to other unaffiliated utilities. The Company's share of these purchases was included in purchased power expense and totaled $10 million in 1995, $13.4 million in 1994 and $6.2 million in 1993. Revenues from these transactions including a transmission fee are included in the above Power Pool wholesale operating revenues. AEP System companies participate in a transmission equalization agree- ment. This agreement combines certain AEP System companies' investments in transmission facilities and shares the costs of ownership in proportion to the System companies' respective peak demands. Pursuant to the terms of the agreement, other operation expense includes equalization charges of $31.1 million, $30.1 million and $31.2 million in 1995, 1994 and 1993, respectively. American Electric Power Service Corporation (AEPSC) provides certain managerial and professional services to AEP System companies. The costs of the services are billed by AEPSC on a direct-charge basis to the extent practicable and on reasonable bases of proration for indirect costs. The charges for services are made at cost and include no compensation for the use of equity capital, which is furnished to AEPSC by AEP Co., Inc. Billings from AEPSC are capitalized or expensed depending on the nature of the services rendered. AEPSC and its billings are subject to the regulation of the SEC under the 1935 Act. 5. BENEFIT PLANS: The Company and its subsidiaries participate in the AEP System pension plan, a trusteed, noncontributory defined benefit plan covering all employ- ees meeting eligibility requirements. Benefits are based on service years and compensation levels. Pension costs are allocated by first charging each System company with its service cost and then allocating the remaining pension cost in proportion to its share of the projected benefit obligation. The funding policy is to make annual trust fund contributions equal to the net periodic pension cost up to the maximum amount deductible for federal income taxes, but not less than the minimum required contribution in accordance with the Employee Retirement Income Security Act of 1974. Net pension costs for the years ended December 31, 1995, 1994 and 1993 were $0.8 million, $2.2 million and $2.5 million, respectively. An employee savings plan is offered which allows participants to contribute up to 17% of their salaries into various investment alternatives, including AEP Co., Inc. common stock. An employer matching contribution, equaling one-half of the employees' contribution to the plan up to a maximum of 3% of the employees' base salary, is invested in AEP Co., Inc. common stock and totaled $2.1 million in both 1995 and 1994 and $1.9 million in 1993. Postretirement benefits other than pensions (OPEB) are provided for retired employees under an AEP System plan. Substantially all employees are eligible for health care and life insurance if they have at least 10 service years and are age 55 or older when employment terminates. SFAS 106, Employers' Accounting for Postretirement Benefits Other Than Pensions, was adopted in January 1993 for the Company's aggregate liability for OPEB. SFAS 106 requires the accrual during the employee's service years of the present value liability for OPEB costs. Costs for the accumulated postretirement benefits earned and not recognized at adoption are being recognized, in accordance with SFAS 106, as a transition obliga- tion over 20 years. OPEB costs are determined by the application of AEP System actuarial assumptions to each operating company's employee complement. The annual accrued costs for employees and retirees OPEBs required by SFAS 106, which includes the recognition of one-twentieth of the prior service transition obligation, are being expensed as incurred and were $11.3 million in 1995, $10.4 million in 1994 and $9.7 million in 1993. As a result of SFAS 106, a Voluntary Employees Beneficiary Association (VEBA) trust fund for OPEB benefits was established and a corporate owned life insurance (COLI) program was implemented to lower the net OPEB costs. The insurance policies have a substantial cash surrender value which is recorded, net of equally substantial policy loans, in other property and investments. Legislation was passed by Congress which would have significantly reduced the tax benefits of a COLI program in the future. The legislation containing this provision was vetoed by the President. At this time it is uncertain if legislation repealing certain tax benefits for COLI programs will be enacted. If enacted this legislation would negatively impact the effectiveness of the COLI program as a funding and cost reduction mechanism. In 1995 the Company contributed $14.3 million to the VEBA trust fund, an amount equal to the difference between the pay-as- you-go OPEB cost and SFAS 106 total OPEB cost for 1995 and 1994. This contribution was funded by amounts collected from ratepayers plus net earnings from the COLI program. 6. COMMON OWNERSHIP OF GENERATING AND TRANSMISSION FACILITIES: The Company jointly owns, as tenants in common, four generating units and transmission facilities with two unaffiliated companies. Each of the participating companies is obligated to pay its share of the costs of any such jointly owned facilities in the same proportion as its ownership interest. The Company's proportionate share of the operating costs associated with such facilities is included in the Consolidated Statements of Income and the amounts reflected in the accompanying Consolidated Balance Sheets under utility plant include such costs as follows: Company's Share December 31, 1995 1994 Percent Utility Construction Utility Construction of Plant Work Plant Work Ownership in Service in Progress in Service in Progress (in thousands) Production: W.C. Beckjord Generating Station (Unit No. 6) 12.5 $ 13,876 $ 13 $ 12,625 $1,137 Conesville Generating Station (Unit No. 4) 43.5 78,193 555 78,831 420 J.M. Stuart Generating Station 26.0 181,362 2,127 175,195 3,209 Wm. H. Zimmer Generating Station 25.4 696,661 2,403 695,990 1,797 $970,092 $5,098 $962,641 $6,563 Transmission (a) $ 59,208 $ -0- $ 58,813 $ 161 (a) Varying percentage of ownership. At December 31, 1995 and 1994, the accumulated depreciation with respect to the Company's share of jointly owned facilities amounted to $247.6 million and $218.2 million, respectively. 7. CUMULATIVE PREFERRED STOCK: At December 31, 1995, authorized shares of cumulative preferred stock were as follows: Par Value Shares Authorized $100 2,500,000 25 7,000,000 The cumulative preferred stock outstanding shown below is subject to mandatory redemption and has an involuntary liquidation preference of par value. Call Price Shares Amount December 31, Par Outstanding December 31, Series (a) 1995 Value December 31, 1995 1995 1994 (in thousands) 7% (b) (b) $100 250,000 $25,000 $ 25,000 7-7/8% (c) $107.88 100 500,000 50,000 50,000 9.50% (d) 100 75,000 7,500 75,000 $82,500 $150,000 (a) The sinking fund provisions of the 7% and 7-7/8% series aggregate $2,500,000, $2,500,000 and $7,500,000 in 1998,1999 and 2000, respectively. (b) Shares issued June 1994. Commencing in 2000, a sinking fund will require the redemption of 50,000 shares at $100 a share on or before August 1 of each year. The Company has the right, on each sinking fund date, to redeem an additional 50,000 shares. Redemption of this series is prohibited prior to August 1, 2000. (c) Commencing in 1998, a sinking fund will require the redemption of 25,000 shares at $100 a share on or before May 1 of each year. The Company has the right, on each sinking fund date, to redeem an additional 25,000 shares. Redemption of this series is restricted prior to March 1, 1997. (d)On November 1, 1995, 675,000 shares of the 9.50% Cumulative Preferred Stock were redeemed at $106.33 per share. The remaining 75,000 shares were redeemed on February 1, 1996 at $100.00 per share. 8. FEDERAL INCOME TAXES: The details of federal income taxes as reported are as follows: Year Ended December 31, 1995 1994 1993 (in thousands) Charged (Credited) to Operating Expenses (net): Current $60,091 $56,424 $ 34,235 Deferred 2,028 (5,916) 8,935 Deferred Investment Tax Credits (3,333) (3,702) (3,726) Total 58,786 46,806 39,444 Charged (Credited) to Nonoperating Income (net): Current (874) (525) (4,777) Deferred 886 3,784 14,559 Deferred Investment Tax Credits (150) (227) (538) Total (138) 3,032 9,244 Credited to Loss from Zimmer Disallowance (net): Deferred - - (13,327) Deferred Investment Tax Credits - - (1,207) Total - - (14,534) Total Federal Income Taxes as Reported $58,648 $49,838 $ 34,154 The following is a reconciliation of the difference between the amount of federal income taxes computed by multiplying book income before federal income taxes by the statutory tax rate, and the amount of federal income taxes reported. Year Ended December 31, 1995 1994 1993 (in thousands) Net Income (Loss) $110,616 $109,845 $(55,898) Federal Income Taxes 58,648 49,838 34,154 Pre-tax Book Income (Loss) $169,264 $159,683 $(21,744) Federal Income Taxes on Pre-tax Book Income (Loss) at Statutory Rate (35%) $59,242 $55,889 $(7,610) Increase (Decrease) in Federal Income Taxes Resulting From the Following Items: Deferred Zimmer Plant Carrying Charges 3 3 928 Corporate Owned Life Insurance (2,882) (2,787) (3,351) Depreciation 7,959 7,335 8,604 Zimmer Plant Disallowance - - 42,346 Prior Year Federal Income Tax Accrual Adjustments - (3,300) - Amortization/Reversal of Deferred Investment Tax Credits (net) (3,848) (3,929) (5,468) Other (1,826) (3,373) (1,295) Total Federal Income Taxes as Reported $58,648 $49,838 $34,154 Effective Federal Income Tax Rate 34.6% 31.2% N/A The following tables show the elements of the net deferred tax liability and the significant temporary differences that gave rise to it: December 31, 1995 1994 (in thousands) Deferred Tax Assets $ 69,503 $ 74,752 Deferred Tax Liabilities (533,916) (542,345) Net Deferred Tax Liabilities $(464,413) $(467,593) Property Related Temporary Differences $(337,349) $(330,434) Amounts Due From Customers For Future Federal Income Taxes (97,973) (100,128) All Other (net) (29,091) (37,031) Total Net Deferred Tax Liabilities $(464,413) $(467,593) The Company and its subsidiaries join in the filing of a consolidated federal income tax return with their affiliates in the AEP System. The allocation of the AEP System's current consolidated federal income tax to the System companies is in accordance with SEC rules under the 1935 Act. These rules permit the allocation of the benefit of current tax losses to the System companies giving rise to them in determining their current tax expense. The tax loss of the System parent company, AEP Co., Inc., is allocated to its subsidiaries with taxable income. With the exception of the loss of the parent company, the method of allocation approximates a separate return result for each company in the consolidated group. The AEP System has settled with the Internal Revenue Service (IRS) all issues from the audits of the consolidated federal income tax returns for the years prior to 1991. Returns for the years 1991 through 1993 are presently being audited by the IRS. In the opinion of management, the final settlement of open years will not have a material effect on results of operations. 9. SUPPLEMENTARY INFORMATION: Year Ended December 31, 1995 1994 1993 (in thousands) Cash was paid for: Interest (net of capitalized amounts) $78,046 $83,251 $88,141 Income Taxes 57,896 59,218 35,514 Noncash Acquisitions under Capital Leases were 9,094 14,899 8,672 10. LEASES: Leases of property, plant and equipment are for periods of up to 31 years and require payments of related property taxes, maintenance and operating costs. The majority of the leases have purchase or renewal options and will be renewed or replaced by other leases. Lease rentals are generally charged to operating expenses in accordance with rate-making treatment. The components of rental costs are as follows: Year Ended December 31, 1995 1994 1993 (in thousands) Operating Leases $ 7,684 $ 7,850 $ 8,873 Amortization of Capital Leases 4,971 4,050 3,032 Interest on Capital Leases 1,547 1,092 763 Total Rental Costs $14,202 $12,992 $12,668 Properties under capital leases and related obligations recorded on the Consolidated Balance Sheets are as follows: December 31, 1995 1994 (in thousands) Electric Utility Plant: Production $ 1,952 $ 1,952 General 38,632 33,419 Total Electric Utility Plant 40,584 35,371 Other Property 1,838 1,167 Total Properties 42,422 36,538 Accumulated Amortization 14,606 12,086 Net Properties under Capital Leases $27,816 $24,452 Obligations under Capital Leases: Noncurrent Liability $22,981 $19,562 Liability Due Within One Year 4,835 4,890 Total Capital Lease Obligations $27,816 $24,452 Capital lease obligations are included in other noncurrent and other current liabilities. Properties under operating leases and related obligations are not included in the Consolidated Balance Sheets. Future minimum lease payments consisted of the following at December 31, 1995: Non- cancelable Capital Operating Leases Leases (in thousands) 1996 $ 6,304 $ 5,887 1997 5,419 5,624 1998 4,555 5,392 1999 3,972 5,045 2000 3,341 4,837 Later Years 9,981 11,525 Total Future Minimum Lease Payments 33,572 $38,310 Less Estimated Interest Element 5,756 Estimated Present Value of Future Minimum Lease Payments $27,816 11. COMMON SHAREHOLDER'S EQUITY: The Company received from AEP Co., Inc. a cash capital contribution of $15 million in 1995 which was credited to paid-in capital. In 1995 and 1994 net charges to paid-in capital of $6,215,000 and $404,000, respectively, represented expenses of issuing and retiring cumulative preferred stock. There were no other material transactions affecting the common stock and paid-in capital accounts in 1995, 1994 and 1993. At December 31, 1995 retained earnings was $74.3 million with no dividend restrictions. 12. LONG-TERM DEBT AND LINES OF CREDIT: Long-term debt by major category was outstanding as follows: December 31, 1995 1994 (in thousands) First Mortgage Bonds $827,167 $856,767 Debentures 72,734 - Installment Purchase Contracts 90,895 90,841 Notes Payable due 1995 - 50,000 990,796 997,608 Less Portion Due Within One Year - 80,000 Total $990,796 $917,608 First mortgage bonds outstanding were as follows: December 31, 1995 1994 (in thousands) % Rate Due 8.95 1995 - December 20 $ - $ 30,000 6-1/4 1997 - October 1 14,640 14,640 9.15 1998 - February 2 57,000 57,000 7 1998 - June 1 24,750 24,750 9.31 2001 - August 1 30,000 30,000 7.95 2002 - July 1 40,000 40,000 7.25 2002 - October 1 75,000 75,000 7.15 2002 - November 1 20,000 20,000 6.80 2003 - May 1 50,000 50,000 6.60 2003 - August 1 40,000 40,000 6.10 2003 - November 1 20,000 20,000 6.55 2004 - March 1 50,000 50,000 6.75 2004 - May 1 50,000 50,000 9.625 2021 - June 1 50,000 50,000 8.70 2022 - July 1 35,000 35,000 8.40 2022 - August 1 15,000 15,000 8.55 2022 - August 1 15,000 15,000 8.40 2022 - August 15 40,000 40,000 8.40 2022 - October 15 15,000 15,000 7.90 2023 - May 1 50,000 50,000 7.75 2023 - August 1 40,000 40,000 7.45 2024 - March 1 50,000 50,000 7.60 2024 - May 1 50,000 50,000 Unamortized Discount (net) (4,223) (4,623) 827,167 856,767 Less Portion Due Within One year - 30,000 Total $827,167 $826,767 Certain indentures relating to the first mortgage bonds contain improvement, maintenance and replacement provisions requiring the deposit of cash or bonds with the trustee, or in lieu thereof, certification of unfunded property additions. In September 1995 the Company issued $75 million of 8-3/8% Series A Junior Subordinated Deferrable Interest Debentures due in 2025. Installment purchase contracts have been entered into in connection with the issuance of pollution control revenue bonds by the Ohio Air Quality Development Authority as follows: December 31, 1995 1994 (in thousands) % Rate Due 6-3/8 2020 - December 1 $48,550 $48,550 6-1/4 2020 - December 1 43,695 43,695 Unamortized Discount (1,350) (1,404) Total $90,895 $90,841 Under the terms of the installment purchase contracts, the Company is required to pay amounts sufficient to enable the payment of interest on and the principal of related pollution control revenue bonds issued to finance the Company's share of construction of pollution control facilities at the Zimmer Plant. At December 31, 1995 annual long-term debt payments, excluding premium or discount, are as follows: Principal Amount (in thousands) 1996 $ - 1997 14,640 1998 81,750 1999 - 2000 - Later Years 902,245 Total $998,635 Short-term debt borrowings are limited by provisions of the 1935 Act to $175 million. Lines of credit are shared with AEP System companies and at December 31, 1995 and 1994 were available in the amounts of $372 million and $518 million, respectively. Commitment fees of approximately 1/8 of 1% of the unused short-term lines of credit are paid each year to the banks to maintain the lines of credit. At December 31, 1995 outstanding short-term debt consisted of $13.1 million of notes payable and $21.2 million of commercial paper with year-end weighted average interest rates of 6% and 6.1%, respectively. 13. FAIR VALUE OF FINANCIAL INSTRUMENTS: The carrying amounts of cash and cash equivalents, accounts receivable, short-term debt and accounts payable approximate fair value because of the short-term maturity of these instruments. At December 31, 1995 and 1994 fair values for preferred stock subject to mandatory redemption were $88.8 million and $153 million, and for long-term debt were $1,032 million and $921 million, respectively. The carrying amounts for preferred stock subject to mandatory redemption were $82.5 million and $150 million, and for long-term debt were $991 million and $998 million at December 31, 1995 and 1994, respectively. Fair values are based on quoted market prices for the same or similar issues and the current dividend or interest rates offered for instruments of the same remaining maturities. 14. UNAUDITED QUARTERLY FINANCIAL INFORMATION: Quarterly Periods Operating Operating Net Ended Revenues Income Income 1995 March 31 $257,005 $44,437 $25,525 June 30 246,165 39,179 20,550 September 30 310,141 66,542 47,132 December 31 258,551 35,650 17,409 Quarterly Periods Operating Operating Net Ended Revenues Income Income 1994 March 31 $255,829 $43,468 $24,652 June 30 256,754 44,523 25,242 September 30 280,470 61,597 42,528 December 31 238,098 36,280 17,423 (a) (a) Includes favorable federal income tax adjustments of $3.3 million related to the resolution of various issues with the IRS.