Form 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ____________________________ [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1995 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-707 KANSAS CITY POWER & LIGHT COMPANY (Exact name of registrant as specified in its charter) Missouri 44-0308720 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1201 Walnut, Kansas City, Missouri 64106-2124 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (816) 556-2200 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes (X) No ( ) The number of shares outstanding of the registrant's Common stock at July 28, 1995 was 61,902,083 shares. PART I - FINANCIAL INFORMATION ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS KANSAS CITY POWER & LIGHT COMPANY CONSOLIDATED BALANCE SHEETS (thousands of dollars) June 30 December 31 1995 1994 ASSETS UTILITY PLANT, at original cost Electric $3,344,454 $3,330,478 Less-accumulated depreciation 1,113,874 1,092,436 Net utility plant in service 2,230,580 2,238,042 Construction work in progress 62,386 57,294 Nuclear fuel, net of amortization of $73,915 and $66,773 42,451 40,806 Total 2,335,417 2,336,142 REGULATORY ASSET - DEFERRED WOLF CREEK COSTS 13,569 18,752 REGULATORY ASSET - RECOVERABLE TAXES 120,000 120,000 INVESTMENTS AND NONUTILITY PROPERTY 136,893 98,429 CURRENT ASSETS Cash and cash equivalents 21,301 20,217 Receivables Customer accounts receivable 24,197 24,513 Other receivables 19,328 22,604 Fuel inventories, at average cost 19,314 16,570 Materials and supplies, at average cost 45,620 44,953 Prepayments 5,490 5,138 Deferred income taxes 4,095 1,444 Total 139,345 135,439 DEFERRED CHARGES Regulatory assets Settlement of fuel contracts 14,816 16,625 KCC Wolf Creek carrying costs 5,471 6,839 Other 24,589 27,909 Other deferred charges 11,749 10,262 Total 56,625 61,635 Total $2,801,849 $2,770,397 LIABILITIES CAPITALIZATION Common stock-authorized 150,000,000 shares without par value-61,908,726 shares issued - stated value $449,697 $449,697 Retained earnings 419,220 426,738 Capital stock premium and expense (1,725) (1,736) Common stock equity 867,192 874,699 Cumulative preferred stock 89,000 89,000 Cumulative redeemable preferred stock 1,436 1,596 Long-term debt 837,564 798,470 Total 1,795,192 1,763,765 CURRENT LIABILITIES Notes payable to banks 0 1,000 Commercial paper 14,000 31,000 Current maturities of long-term debt 43,288 33,419 Accounts payable 38,322 73,486 Dividends payable 423 423 Accrued taxes 55,019 24,684 Accrued interest 13,047 12,209 Accrued payroll and vacations 20,487 19,594 Accrued refueling outage costs 8,147 2,120 Other 7,643 7,221 Total 200,376 205,156 DEFERRED CREDITS Deferred income taxes 641,008 644,139 Deferred investment tax credits 73,402 82,840 Other 91,871 74,497 Total 806,281 801,476 COMMITMENTS AND CONTINGENCIES Total $2,801,849 $2,770,397 The accompanying Notes to Consolidated Financial Statements are an integral part of these statements. KANSAS CITY POWER & LIGHT COMPANY CONSOLIDATED STATEMENTS OF INCOME Three Months Ended Year to Date Twelve Months Ended June 30 June 30 June 30 1995 1994 1995 1994 1995 1994 (thousands of dollars) ELECTRIC OPERATING REVENUES $ 205,305 $ 223,108 $ 404,211 $ 422,403 $ 850,080 $ 880,150 OPERATING EXPENSES Operation Fuel 33,045 35,331 67,764 73,340 129,530 143,893 Purchased power 7,586 8,065 14,318 14,547 33,700 33,565 Other 49,039 56,451 93,484 115,013 180,775 209,202 Maintenance 22,500 20,114 43,178 38,930 76,716 79,331 Depreciation 24,215 23,451 48,354 46,782 95,933 92,746 Taxes Income 11,923 16,521 23,540 23,269 71,220 64,606 General 22,681 23,779 46,538 47,247 95,653 95,645 Amortization of: MPSC rate phase-in plan 0 0 0 0 0 3,536 Deferred Wolf Creek costs 3,275 3,275 6,551 6,551 13,102 13,102 Total 174,264 186,987 343,727 365,679 696,629 735,626 OPERATING INCOME 31,041 36,121 60,484 56,724 153,451 144,524 OTHER INCOME AND DEDUCTIONS Allowance for equity funds used during construction 505 639 740 1,112 1,715 2,707 Miscellaneous (3,457) (2,008) 3,111 (1,885) 837 (3,263) Income taxes 4,110 1,324 3,774 1,403 6,943 2,407 Total 1,158 (45) 7,625 630 9,495 1,851 INCOME BEFORE INTEREST CHARGES 32,199 36,076 68,109 57,354 162,946 146,375 INTEREST CHARGES Long-term debt 12,890 10,387 25,223 20,767 48,418 44,294 Short-term notes 471 398 1,091 736 1,525 1,065 Miscellaneous 639 1,131 1,257 2,319 3,066 4,504 Allowance for borrowed funds used during construction (497) (616) (1,045) (1,135) (1,754) (2,396) Total 13,503 11,300 26,526 22,687 51,255 47,467 PERIOD RESULTS Net income 18,696 24,776 41,583 34,667 111,691 98,908 Preferred stock dividend requirements 1,022 835 2,048 1,642 3,863 3,193 Earnings available for common stock 17,674 23,941 39,535 33,025 107,828 95,715 Average number of common shares outstanding 61,902 61,902 61,902 61,905 61,902 61,907 Earnings per common share $0.29 $0.38 $0.64 $0.53 $1.74 $1.55 Cash dividends per common share $0.38 $0.37 $0.76 $0.74 $1.52 $1.48 <F1> The accompanying Notes to Consolidated Financial Statements are an integral part of these statements. KANSAS CITY POWER & LIGHT COMPANY CONSOLIDATED STATEMENTS OF CASH FLOWS (thousands of dollars) Year to Date Twelve Months Ended June 30 June 30 1995 1994 1995 1994 CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 41,583 $ 34,667 $111,691 $ 98,908 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 48,354 46,782 95,933 92,746 Amortization of: Nuclear fuel 7,142 5,425 11,853 11,065 Deferred Wolf Creek costs 6,551 6,551 13,102 13,102 MPSC rate phase-in plan 0 0 0 3,536 Other 4,065 5,136 8,537 9,341 Deferred income taxes (net) (5,782) 4,007 10,735 6,834 Deferred investment tax credit amortization and reversals (9,438) (2,173) (11,610) (4,345) Allowance for equity funds used during construction (740) (1,112) (1,715) (2,707) Cash flows affected by changes in: Receivables 3,592 (12,741) 17,876 (15,836) Fuel inventories (2,744) (334) (4,430) 4,818 Materials and supplies (667) (873) (590) (773) Accounts payable (35,164) (17,131) (3,968) (1,561) Accrued taxes 30,335 6,834 20,385 6,617 Accrued interest 838 (3,816) 1,288 (3,173) Wolf Creek refueling outage accrual 6,027 6,225 (5,340) 12,387 Pension and postretirement benefit obligations 651 30,574 2,280 30,906 Other operating activities (3,269) 1,616 (7,745) 603 Net cash provided by operating activites 91,334 109,637 258,282 262,468 CASH FLOWS FROM INVESTING ACTIVITIES Construction expenditures (52,046) (62,453) (114,558) (130,888) Allowance for borrowed funds used during construction (1,045) (1,135) (1,754) (2,396) Purchases of investments (23,098) (22,647) (68,011) (24,777) Other investing activities 3,636 4,392 4,868 12,724 Net cash used in investing activities (72,553) (81,843) (179,455) (145,337) CASH FLOWS FROM FINANCING ACTIVITIES Issuance of long-term debt 82,382 48,955 167,220 140,801 Repayment of long-term debt (33,419) (117,170) (86,419) (156,650) Special deposits 0 60,118 0 0 Net change in short-term borrowings (18,000) 33,000 (48,000) 1,000 Dividends paid (49,101) (47,427) (97,912) (94,781) Other financing activities 441 699 77 (1,055) Net cash used in financing activities (17,697) (21,825) (65,034) (110,685) NET CHANGE IN CASH AND CASH EQUIVALENTS 1,084 5,969 13,793 6,446 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 20,217 1,539 7,508 1,062 CASH AND CASH EQUIVALENTS AT END OF PERIOD $21,301 $7,508 $21,301 $7,508 CASH PAID DURING THE PERIOD FOR: Interest, net of amount capitalized $24,885 $25,186 $47,945 $47,977 Income taxes $13,649 $23,143 $44,226 $53,505 The accompanying Notes to Consolidated Financial Statements are an integral part of these statements. KANSAS CITY POWER & LIGHT COMPANY CONSOLIDATED STATEMENTS OF RETAINED EARNINGS (thousands of dollars) Year to Date Twelve Months Ended June 30 June 30 1995 1994 1995 1994 Beginning balance $426,738 $418,201 $405,441 $401,314 Net income 41,583 34,667 111,691 98,908 468,321 452,868 517,132 500,222 Dividends declared 49,101 47,427 97,912 94,781 Ending balance $419,220 $405,441 $419,220 $405,441 The accompanying Notes to Consolidated Financial Statements are an integral part of these statements. KANSAS CITY POWER & LIGHT COMPANY Notes to Consolidated Financial Statements In management's opinion, the consolidated interim financial statements reflect all adjustments (which include only normal recurring adjustments) necessary to present fairly the results of operations for the interim periods presented. These statements and notes should be read in connection with the financial statements and related notes included in the Company's 1994 annual report filed with the Securities and Exchange Commission on Form 10-K. 1. CAPITALIZATION A subsidiary of the Company, KLT Inc., entered into a long-term revolving line of credit agreement totaling $65 million. The agreement expires in 1998 and is collateralized by the capital stock of KLT Inc.'s direct subsidiaries. As of June 30, 1995, $9 million had been borrowed against this line of credit. During 1995, KLT Investments Inc. financed approximately $15 million of affordable housing limited partnership investments. These notes have interest rates ranging from 8.2% to 9.6% and maturity dates through 2004. As of June 30, 1995, KLT Investments had subscribed for an additional $8 million investment in these partnerships. The subscriptions, which are reflected in the Consolidated Balance Sheets as Investments and Nonutility Property with the related liabilities in Deferred Credits - Other, include $3 million which were converted to notes from July 1 through August 1, 1995 and $5 million to be converted by October 1, 1995. From December 31, 1994 to June 30, 1995, the amount of Medium-Term Notes (Notes) outstanding has increased by $29 million. As of June 30, 1995, $98 million of Notes remained available for issuance under a shelf registration. 2. COMMITMENTS AND CONTINGENCIES ENVIRONMENTAL MATTERS Interstate Power Company of Dubuque, Iowa (Interstate) filed a lawsuit in 1989 against the Company in the Federal District Court for the District of Iowa seeking from the Company contribution and indemnity under the Superfund law for cleanup costs of hazardous substances at the site of a demolished gas manufacturing plant in Mason City, Iowa. The plant was operated by the Company for very brief periods of time before it was demolished in 1952. The site and all other properties the Company owned in Iowa were sold to Interstate in 1957. The Company estimates the cleanup could cost up to $10 million. The Court has set the issue of the allocation of cleanup costs among the parties for trial in September 1995. Based upon an evaluation of available information from on- going site investigation and assessment activities, including the costs of those activities, management believes its share of the estimated cleanup costs will be between $1 and $4 million. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS REGULATION AND COMPETITION The electric utility industry is undergoing fundamental changes in response to increasing competition. To achieve its desired market position in this changing environment, the Company is continually modifying its business processes to operate more efficiently and cost effectively, and is developing energy related businesses through its subsidiary, KLT Inc. To take advantage of opportunities presented through increased competition, the Company may consider various business strategies including partnerships, acquisitions, combinations, additions to or dispositions of service territory, and restructuring of wholesale and retail businesses. The National Energy Policy Act of 1992 (NEPA) gave the Federal Energy Regulatory Commission (FERC) the authority to require electric utilities to provide wholesale transmission line access (wholesale wheeling) to independent power producers (IPPs) and other utilities. Although NEPA prohibits FERC from ordering retail wheeling (allowing retail customers to select a different power producer and use the transmission facilities of the host utility to deliver the energy), it does not prevent the state commissions from doing so. The state commissions however, may be preempted by other provisions of the Federal Power Act or relevant provisions of state laws. Although the Missouri Public Service Commission (MPSC) and the Kansas Corporation Commission (KCC) have not changed regulatory policy relating to mandated wholesale or retail competition, certain other state commissions are actively planning the transition to a competitive environment. If retail wheeling were allowed or mandated, the competition would present growth opportunities for low-cost energy producers and risks for higher-cost producers with large industrial customers able to select less expensive providers. The loss of major customers could result in under-utilized assets (stranded investment) placing a costly burden on the remaining customer base or shareholders if those costs are not recovered from the departing customers as part of the charge for their transmission service. The Company believes it is positioned well and has a diverse customer mix with approximately 16% of total sales derived from industrial customers as compared to the utility average of approximately 35%. Its industrial rates are competitively priced compared to the regional average and its rate structure allows flexibility in setting rates. In addition, long-term contracts are in place or under negotiation for a significant portion of the Company's industrial sales. Increased competition could also force utilities to change accounting methods. Financial Accounting Standards Board (FASB) Statement No. 71- Accounting for Certain Types of Regulation, applies to regulated entities whose rates are designed to recover the costs of providing service. An entity's operations could cease to meet the requirements of FASB 71 for various reasons, including a change in regulation or a change in the competitive environment for a company's regulated services. For those operations no longer meeting the requirements of regulatory accounting, regulatory assets would be written off and other assets adjusted and evaluated for impairment. In a competitive environment, asset recoverability would be determined using market-based rates which could be lower than traditional cost-based rates. The Company has not had direct competition for retail electric service in its service territory although there has been competition in the bulk power market and between alternative fuels. The Company's regulatory assets will be maintained as long as it continues to meet the requirements of FASB 71. NON-REGULATED OPPORTUNITIES KLT Inc. was formed in 1992 as a holding company to pursue non-regulated, energy related business ventures to supplement the growth from electric utility operations. As of June 30, 1995, the consolidated assets of KLT Inc. totaled approximately $124 million, including capital contributions from Kansas City Power & Light Company of $37 million. Management anticipates total subsidiary assets of up to $800 million within the next five to ten years, consisting of approximately $200 million in capital investment from Kansas City Power & Light Company and the remainder through subsidiary borrowings. RESULTS OF OPERATIONS Three month period: three months ended June 30, 1995 compared to three months ended June 30, 1994 Six month period: six months ended June 30, 1995 compared to six months ended June 30, 1994 Twelve month period: twelve months ended June 30, 1995 compared to twelve months ended June 30, 1994 EARNINGS OVERVIEW Weather continued to be milder than normal during the second quarter of 1995. Based on a statistical relationship between kwh sales and the differences in actual and normal temperatures, the Company estimates the effect of abnormal weather on each period was as follows: Three Month Six Month Twelve Month Period Period Period 1995 1994 1995 1994 1995 1994 Estimated effects of abnormal weather on EPS $(0.06) $ 0.02 $(0.08) $ 0.02 $(0.18) $(0.07) EPS for the three month period decreased to $0.29 from $0.38 reflecting milder weather, decreased bulk power sales, lower priced industrial sales and several unplanned costs. Unplanned costs during the second quarter of 1995 included repairs of the June storm damage, increased fuel costs due to an inventory adjustment, an extended coal plant maintenance outage and the Company's share of Wolf Creek Generating Station's (Wolf Creek) voluntary early retirement program costs. Savings associated with Wolf Creek's early retirement program are expected to offset program costs in less than two years. EPS for the 1994 three months ended includes a $0.10 charge for the Company's voluntary retirement plan. EPS for the six month period increased to $0.64 from $0.53 and EPS for the twelve month period increased to $1.74 from $1.55. In addition to the $0.24 EPS impact of the early retirement program on the six months ended June 30, 1994, reduced by a $0.02 adjustment during the fourth quarter of 1994, EPS for the 1995 periods were positively affected by a gain of $0.08 realized from the sale of unit train cars during the first quarter of 1995. These increases were offset by the effects of the milder weather and other EPS reductions discussed above. KILOWATT (KWH) SALES AND OPERATING REVENUES Sales and revenue data: (revenues in millions) Increase (Decrease) From Prior Year Three Month Six Month Twelve Month Period Period Period KWH Revenues KWH Revenues KWH Revenues Retail Sales: Residential (8)% $(5) (3)% $(4) (2)% $(7) Commercial (6)% (5) (1)% (1) 1 % (3) Industrial - % (2) 2 % (4) 2 % (9) Other (5)% - (5)% - (5)% - Total Retail (5)% (12) (1)% (9) - % (19) Sales for Resale: Bulk Power Sales (28)% (6) (22)% (8) (15)% (9) Other (23)% - (26)% (1) (30)% (2) Total Operating Revenues $(18) $(18) $(30) During April and May of 1995, the classification of approximately 600 net commercial customers was changed to industrial to more appropriately reflect their business operations. The subsequent effect of this change resulted in the reclassification of approximately $1.4 million (20 million kwh sales) from commercial to industrial sales. Prior periods have not been restated. Effective January 1, 1994, Missouri retail rates were reduced 2.66%, or approximately $12.5 million annually, resulting from the end of the Wolf Creek rate phase-in amortization. Approximately two-thirds of the Company's retail sales are to Missouri customers. Other tariffs have not changed materially since 1988. However, the amortization of the Regulatory Asset-Deferred Wolf Creek Costs ends in 1996 and may result in future rate adjustments. Milder weather decreased retail kwh sales and revenues for all three periods despite continued customer growth in all sectors. Decreases in industrial revenues reflect customized long-term sales contracts with major industrial customers. Long-term contracts are in place or under negotiation for a significant portion of the Company's industrial sales. These contracts are designed to enhance the Company's competitive position and improve overall power generating efficiencies and load factors, while boosting consumption and providing short-term and long-term capacity savings. Bulk power sales vary with generating unit and purchased power availability, fuel costs and the requirements of other electric systems. A combination of conditions in 1994 allowed the Company to benefit from record bulk power sales in that year. Total revenue per kwh sold varies with changes in the mix of kwh sales among customer classifications and the effect on certain classifications of declining price per kwh as usage increases. An automatic fuel adjustment provision applies to less than 1% of revenues. Future kwh sales and revenues per kwh will be affected by national and local economic conditions, weather conditions and customer conservation efforts. Competitive forces, including alternative sources of energy such as natural gas, cogeneration, IPPs and other electric utilities, may also affect future sales and revenues. FUEL AND PURCHASED POWER Combined fuel and purchased power expenses decreased for all three periods due to reduced total kwh sales and lower delivered coal costs. These decreases are partially offset by $2 million additional costs resulting from the difference between coal inventory adjustments during 1995 and 1994. The Company's delivered coal cost is about two-thirds that of the regional average. Reduced freight rates during the 1995 periods and favorable spot market conditions during the twelve month period contributed to the lower delivered coal costs. Spot market purchases allowed the Company to acquire coal at prices below long-term contract rates. However, due to increasing demand for low-sulfur coal, the Company is again securing a larger percentage of coal through medium-term agreements. The savings from lower delivered coal costs are partially offset by an increase in the cost of nuclear fuel. Despite this increase, the price of nuclear fuel averaged only 44% the price of coal over the twelve months ended June 30, 1995. During the twelve months ended June 30, 1994, the price of nuclear fuel averaged 37% the price of coal. Coal accounts for approximately 75% of generation and nuclear fuel about 25%. For the twelve month period, lower replacement power expenses associated with accrued Wolf Creek refueling and maintenance outages also contributed to lower combined fuel and purchased power expenses. Replacement power expenses decreased $2 million for the twelve month period reflecting Wolf Creek's 47 day outage in 1994, a plant record. The Company has entered into capacity purchase contracts to provide a cost- effective alternative to constructing new capacity. These purchases partially offset the decreases in purchased power from reduced kwh sales. OTHER OPERATION AND MAINTENANCE EXPENSES Combined other operation and maintenance expenses for the three, six and twelve month periods decreased primarily due to the costs and subsequent savings from the 1994 voluntary early retirement program. These decreases were partially offset by the Company's $2 million share of Wolf Creek's voluntary early retirement program recorded during the second quarter of 1995. Similar to the Company's program, this charge is expected to be recovered within two years through reduced salaries and benefits. The second quarter of 1995 also included unplanned costs for repair expenses associated with June storm damage and the extension of a coal plant maintenance outage. The timing of the Company's normal maintenance program also caused fluctuations in maintenance expense. The Company continues to place increased emphasis on new technologies, improved methods and cost control. Processes are being changed to provide increased efficiencies and improved operations. Through the use of cellular technology, a majority of customer meters will be read automatically by the end of 1996. These types of changes have allowed the Company to assimilate work performed by those who elected to participate in the early retirement program. INCOME TAXES The Company reached a settlement with the Internal Revenue Service (IRS) regarding issues arising from an audit of the 1985 through 1988 tax returns. Based on an internal calculation of the federal and state liabilities under the terms of the settlement, management transferred approximately $10 million from deferred income taxes and investment tax credits to accrued taxes. Accelerated tax depreciation on Wolf Creek's original construction costs ended in 1995. This deduction reduced the Company's prior years' tax payments by approximately $30 million per year. OTHER INCOME AND DEDUCTIONS The six and twelve months ended June 30, 1995, include an $8 million gain recorded from the sale of steel unit train cars which were replaced by leased aluminum train cars. Aluminum cars are lighter-weight and offer more coal capacity contributing to lower delivered coal prices. The current periods also reflect charitable contributions provided to local organizations during the second quarter of 1995. During the first two quarters of 1995 the Company accrued tax credits of $2 million representing one-half of the total expected 1995 credits related to existing investments in affordable housing partnerships. Non-taxable increases in the cash surrender value of corporate-owned life insurance contracts also affect the relationship between miscellaneous income and income taxes. INTEREST CHARGES The increases in interest expense during all three periods reflect higher average levels of long-term debt outstanding as well as higher weighted-average interest rates. The higher average level of outstanding debt is due to subsidiary investments in affordable housing partnerships. The tax benefits provided by these investments essentially offset the related increase in interest expense for the 1995 periods. ENVIRONMENTAL MATTERS See Note 2 to the Consolidated Financial Statements-Commitments and Contingencies-Environmental Matters for a discussion of costs of compliance with environmental laws and regulations and a potential liability (which the Company believes is not material to its financial condition or results of operations) for cleanup costs under the Superfund law. WOLF CREEK Wolf Creek is one of the Company's principal generating facilities representing approximately 18% of accredited generating capacity. The plant's operating performance has remained strong, contributing approximately 25% of the Company's annual kwh generation while operating on average above 80% of capacity over the last three years. It has the lowest fuel cost of any of the Company's generating units. The plant's next refueling and maintenance outage is scheduled for the spring of 1996. An extended shut-down of Wolf Creek could have a substantial adverse effect on the Company's business, financial condition and results of operations. Higher replacement power and other costs would be incurred as a result. Although not expected, an unscheduled plant shut-down could be caused by actions of the Nuclear Regulatory Commission reacting to safety concerns at the plant or other similar nuclear facilities. If a long-term shut-down occurred, the state regulatory commissions could consider reducing rates by excluding Wolf Creek investment from rate base. Ownership and operation of a nuclear generating unit exposes the Company to potential retrospective assessments and property losses in excess of insurance coverage. PART II - OTHER INFORMATION ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. The Company held its Annual Meeting on May 2, 1995. The following directors were elected by cumulative voting to hold office until the next Annual Meeting of Shareholders in 1996: Abstentions (Withheld Authority) Votes Cast to Vote for All For Directors David L. Bodde 55,919,390 426,624 William H. Clark 55,956,442 426,624 Robert J. Dineen 56,060,324 426,624 Arthur J. Doyle 55,892,033 426,624 W. Thomas Grant II 55,911,326 426,624 Drue Jennings 56,132,548 426,624 George E. Nettels, Jr. 56,110,108 426,624 Linda Hood Talbott 56,071,349 426,624 Robert H. West 56,120,486 426,624 The appointment of Coopers & Lybrand as independent auditors was also ratified by the following vote: For 55,615,739 Against 282,978 Abstentions 547,241 ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. (a) By-laws of the Company as amended June 15, 1995. (b) No reports on Form 8-K have been filed for the quarter ended June 30, 1995. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. KANSAS CITY POWER & LIGHT COMPANY Dated: August 3, 1995 /s/Drue Jennings (Drue Jennings) (Chief Executive Officer) Dated: August 3, 1995 /s/Neil Roadman (Neil Roadman) (Principal Accounting Officer)