UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(X) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1997
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 1-9052
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DPL INC.
(Exact name of registrant as specified in its charter)
OHIO 31-1163136
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
Courthouse Plaza Southwest, Dayton, Ohio 45402
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 937-224-6000
Securities registered pursuant to Section 12(b) of the Act:
Outstanding at Name of each exchange on
Title of each class February 27, 1998 which registered
----------------------- ----------------- ------------------------
Common Stock, $0.01 par 160,202,949 New York Stock Exchange
and Preferred Share
Purchase Rights
Securities registered pursuant to Section 12(g) of the Act: NONE
Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained herein,
and will not be contained, to the best of registrant's knowledge,
in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this
Form 10-K. X
---
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 aggregate market value of the voting stock held by
nonaffiliates of the registrant as of February 27, 1998 was
$2,933,716,504 closing price of $18-5/16 on such date.
DOCUMENTS INCORPORATED BY REFERENCE
Parts I and II incorporate by reference the registrant's 1997
Annual Report to Shareholders.
Portions of the definitive Proxy Statement dated March 1, 1998,
relating to the 1998 Annual Meeting of Shareholders of the
registrant, are incorporated by reference into Part III.
PART I
Item 1 - Business*
- ------------------------------------------------------------------------------
DPL INC.
DPL Inc. was organized in 1985 under the laws of the State
of Ohio to engage in the acquisition and holding of securities of
corporations for investment purposes. The executive offices of
DPL Inc. are located at Courthouse Plaza Southwest, Dayton, Ohio
45402 - telephone (937) 224-6000.
DPL Inc.'s principal subsidiary is The Dayton Power and
Light Company ("DP&L"). DP&L is a public utility incorporated
under the laws of Ohio in 1911. Located in West Central Ohio, it
furnishes electric service to 485,000 retail customers in a
24 county service area of approximately 6,000 square miles and
furnishes natural gas service to 301,000 customers in
16 counties. DP&L serves an estimated population of 1.3 million.
Principal industries served include electrical machinery,
automotive and other transportation equipment, non-electrical
machinery, agriculture, paper, and rubber and plastic products.
DP&L's sales reflect the general economic conditions and seasonal
weather patterns of the area. In 1997, a 3% decline in electric
residential sales resulted in slightly lower revenue, which
offset a 3% increase in sales to business customers and higher
sales to other public utilities. Gas utility revenues increased
2% in 1997. Sales increases of 3% from higher deliveries to
business customers offset the effects of milder weather. During
1997, cooling degree days were 23% below the twenty year average
and 15% below 1996. Heating degree days in 1997 were 3% above
the thirty year average and 4% below 1996. Sales patterns will
change in future years as weather and the economy fluctuate.
Subsidiaries of DP&L include MacGregor Park Inc., an owner and
developer of real estate and Miami Valley Equipment, Inc., which
owns retail sales and transportation equipment and provides support
services to DPL Inc. and its subsidiaries.
* Unless otherwise indicated, the information given in "Item 1 -
BUSINESS" is current as of March 27, 1998. No representation
is made that there have not been subsequent changes to such
information.
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Other subsidiaries of DPL Inc. include Miami Valley
CTC, Inc., which provides transportation services; Miami Valley
Leasing, which leases communications equipment and other
miscellaneous equipment, owns real estate and has, for financial
investment purposes, acquired limited partnership interests in
wholesale electric generation; Miami Valley Resources, Inc.
("MVR"), a natural gas supply management company; Miami Valley
Lighting, Inc., a street lighting business; Miami Valley
Insurance Company, an insurance company for DPL Inc. and its
subsidiaries; Miami Valley Development Company, which has
acquired real estate for DP&L and is engaged in the business of
technology research and development; and DPL Energy, Inc., which
has been granted authority to engage in the business of brokering
wholesale electric energy.
DPL Inc. and its subsidiaries are exempt from registration
with the Securities and Exchange Commission under the Public
Utility Holding Company Act of 1935 because its utility business
operates solely in the State of Ohio.
DPL Inc. and its subsidiaries employed 2,592 persons as of
December 31, 1997, of which 2,164 are full-time employees and 428
are part-time employees.
Information relating to industry segments is contained in
Note 12 of Notes to Consolidated Financial Statements on page 26
of the registrant's 1997 Annual Report to Shareholders ("1997
Annual Report"), which Note is incorporated herein by reference.
COMPETITION
DPL Inc. competes through its principal subsidiary, DP&L,
with privately and municipally owned electric utilities and rural
electric cooperatives, natural gas suppliers and other alternate
fuel suppliers. DP&L competes on the basis of price and service.
Like other utilities, DP&L from time to time may have
electric generating capacity available for sale to other
utilities. DP&L competes with other utilities to sell electricity
provided by such capacity. The ability of DP&L to sell this
electricity will depend on how DP&L's price, terms and conditions
compare to those of other utilities. In addition, from time to
time, DP&L makes power purchases from neighboring utilities.
In an increasingly competitive energy environment,
cogenerated power may be used by customers to meet their own
power needs. Cogeneration is the dual use of a form of energy,
typically steam, for an industrial process and for the generation
of electricity. The Public Utilities Regulatory Policies Act of
1978 ("PURPA") provides regulations that govern the purchases of
excess electric energy from cogeneration and small power production
facilities that have obtained qualifying status under PURPA.
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The National Energy Policy Act of 1992 which reformed the
Public Utilities Holding Company Act of 1935, allows the federal
government to mandate access by others to a utility's electric
transmission system and may accelerate competition in the supply
of electricity.
DP&L provides transmission and wholesale electric service to
12 municipal customers which distribute electricity within their
corporate limits. In 1994, 11 of these municipal customers
signed new 20-year service agreements which were approved by the
Federal Energy Regulatory Commission ("FERC"), in June 1995. The
twelfth municipal customer signed a 20-year agreement, approved
by FERC in February 1995, that allows DP&L to supply 97% of its
power requirements. In addition to these municipal customers,
DP&L maintains an interconnection agreement with one municipality
which has the capability to generate all or a portion of its
energy requirements. Sales to municipalities represented 1.2% of
total electricity sales in 1997.
In October 1994, the Public Utilities Commission of Ohio
("PUCO") initiated roundtable discussions on the introduction of
competition in the electric industry. The "Electric Competition
Series" is a result of the Ohio Energy Strategy issued in April
1994. To date, roundtable discussions have focused largely on
short-term initiatives that are possible under the current
regulatory framework. On February 15, 1996, the PUCO issued
guidelines for interruptible service, including services that
accommodate the attainment and delivery of replacement
electricity during periods when the utility faces constraints on
its own resources. On April 11, 1996, the PUCO issued an Entry
on Rehearing ordering utilities to file interruptible electric
service tariffs. On June 14, 1996, DP&L filed for approval of a
non-firm electric service rate schedule and replacement power
rate riders. DP&L's interruptible electric service tariffs were
approved on May 1, 1997, and tariffs conforming to this order
were subsequently filed with the PUCO on May 15, 1997.
On February 27, 1997, after rehearing its earlier order on
the subject, the PUCO issued guidelines for the implementation of
conjunctive electric service. These guidelines require all
electric utilities to file tariffs under which different service
locations are aggregated for cost-of-service, rate design, rate
negotiation and billing purposes.
In January 1997, plans were announced to create a 12 member
Joint Committee of the Ohio Senate and House of Representatives
to explore and possibly draft retail wheeling legislation. The
Committee has conducted hearings to gather information from
energy companies, regulators, customers and industry experts.
The Committee co-chairs issued a draft report on January 6, 1998
recommending opening the electric...
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...generation market, in the future, to competition for all Ohio
consumers. As a part of this restructuring effort in 1998 and
beyond, legislators are also studying related complex tax issues
that must be resolved. Other legislative proposals at the federal
level are pending concerning electric wholesale and retail wheeling
which are designed to increase competition.
On April 24, 1996, FERC issued orders requiring all electric
utilities that own or control transmission facilities to file
open-access transmission service tariffs. Open-access
transmission tariffs provide third parties with non-
discriminatory transmission service comparable to what the
utility provides itself. In its orders, FERC further stated that
FERC-jurisdictional stranded costs reasonably incurred and costs
of complying with the rules will be recoverable by electric
utilities. In August 1997, DP&L refiled its open-access
transmission tariff in compliance with FERC orders. In December
1997, DP&L reached an agreement in principle with intervenors in
a pending tariff case and filed a subsequent tariff case based on
an updated test year.
On September 30, 1996, FERC conditionally accepted DP&L's
market-based sales tariff which will allow DP&L to sell wholesale
generation supply at prices that reflect current market prices.
At the same time, FERC approved the application and authorization
of DPL Energy Inc., a wholly-owned subsidiary of DPL Inc., to
sell and broker wholesale electric power and also charge market-
based prices for such power.
General deregulation of the natural gas industry has
continued to prompt the influence of market competition as the
driving force behind natural gas procurement. The evolution of
an efficient natural gas spot market in combination with open-
access interstate transportation pipelines has provided DP&L, as
well as its end-use customers, with an array of procurement
options. Customers with alternate fuel capability can continue
to choose between natural gas and their alternate fuel based upon
overall performance and economics. Therefore, demand for natural
gas purchased from DP&L or purchased elsewhere and transported to
the end-use customer by DP&L could fluctuate based on the
economics of each in comparison with changes in alternate fuel
prices. For DP&L, price competition and reliability among both
natural gas suppliers and interstate pipeline sources are major
factors affecting procurement decisions.
MVR, established in 1986 as a subsidiary of DPL Inc., acts
as a broker in arranging and managing natural gas supplies for
business and industry. Deliveries of natural gas to MVR
customers can be made through DP&L's transportation system, or
another transportation system, on the same basis as deliveries to
customers of other gas brokerage firms. Customers with alternate
fuel capability can continue to choose between natural gas and
their alternate fuel based upon overall performance and
economics.
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CONSTRUCTION AND FINANCING PROGRAM OF DPL INC.
Construction Program
- --------------------
Construction additions were $111 million, $116 million, and
$87 million in 1997, 1996 and 1995, respectively. The capital
program for 1998 consists of construction costs of approximately
$100 million, which includes an 82 MW combustion turbine
generating unit.
Construction plans are subject to continuing review and are
expected to be revised in light of changes in financial and
economic conditions, load forecasts, legislative and regulatory
developments and changing environmental standards, among other
factors. DP&L's ability to complete its capital projects and the
reliability of future service will be affected by its financial
condition, the availability of external funds at reasonable cost
and adequate and timely rate recovery.
See ENVIRONMENTAL CONSIDERATIONS for a description of
environmental control projects and regulatory proceedings which
may change the level of future construction additions. The
potential impact of these events on DP&L's operations cannot be
estimated at this time.
Financing Program
- -----------------
DPL Inc. and its subsidiaries will require a total of
$27 million during the next five years for sinking fund payments
in addition to any funds needed for the construction program.
At year-end 1997, DPL Inc. had a cash and temporary
investment balance of $26 million, and debt and equity financial
assets were $384 million. Proceeds from temporary cash
investments, together with internally generated cash and future
outside financings, will provide for the funding of the
construction program, sinking funds and general corporate
requirements.
In December 1997, DP&L redeemed a series of first mortgage
bonds in the principal amount of $40 million with an interest
rate of 8.0%. The bonds had been scheduled to mature in 2003.
Another series of first mortgage bonds in the principal amount of
$40 million matured in 1997. In December 1996, DP&L
redeemed a series of first mortgage bonds in the principal amount
of $25 million with an interest rate of 6.75%. The bonds had
been scheduled to mature in 1998.
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In September 1995, a new series of Air Quality Development
Revenue Refunding Bonds was issued in principal amount of
$110 million with an interest rate of 6.1%. Proceeds from the
financing were used to redeem a similar principal amount of DP&L
First Mortgage Bonds with an interest rate of 9.5%.
In November 1989, DPL Inc. entered into a revolving credit
agreement ("the Credit Agreement") with a consortium of banks
renewable through 2001 which allows total borrowings by DPL Inc.
and its subsidiaries of $200 million. DP&L has authority from
the PUCO to issue short-term debt up to $200 million with a
maximum debt limit of $300 million including loans from DPL Inc.
under the terms of the Credit Agreement. At year-end 1997,
DPL Inc. had $36 million outstanding under this Credit Agreement.
DP&L also has $97 million available in short-term lines of
credit. At year-end 1997, DP&L had $10 million outstanding from
these lines of credit and $70 million in commercial paper
outstanding.
Under DP&L's First and Refunding Mortgage, First Mortgage
Bonds may be issued on the basis of (i) 60% of unfunded property
additions, subject to net earnings, as defined, being at least
two times interest on all First Mortgage Bonds outstanding and to
be outstanding, and (ii) 100% of retired First Mortgage Bonds.
DP&L anticipates that it will be able to issue sufficient First
Mortgage Bonds to satisfy its long-term debt requirements in
connection with the financing of its construction and refunding
programs discussed above.
The maximum amount of First Mortgage Bonds which may be
issued in the future will fluctuate depending upon interest
rates, the amounts of bondable property additions, earnings and
retired First Mortgage Bonds. There are no coverage tests for
the issuance of preferred stock under DP&L's Amended Articles of
Incorporation.
A three-for-two common stock split effected in the form of a
stock dividend was paid on January 12, 1998 to stockholders of
record on December 16, 1997.
ELECTRIC OPERATIONS AND FUEL SUPPLY
DP&L's present winter generating capability is 3,264,000 KW.
Of this capability, 2,843,000 KW (approximately 87%) is derived
from coal-fired steam generating stations and the balance
consists of combustion turbine and diesel-powered peaking units.
Approximately 88% (2,491,000 KW) of the existing steam generating
capability is provided by certain units owned as tenants in
common with The Cincinnati Gas & Electric Company ("CG&E") or
with CG&E and Columbus Southern Power Company ("CSP"). Under the
agreements among the companies, each company owns a specified
undivided share of each facility, is entitled to its share of
capacity and energy output, and has a capital and operating cost
responsibility proportionate to its ownership share.
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The remaining steam generating capability (371,000 KW) is
derived from a generating station owned solely by DP&L. DP&L's
all time net peak load was 2,961,000 KW, which occurred in August
1995. The present summer generating capability is 3,194,000 KW.
GENERATING FACILITIES
MW Rating
---------------
Operating DP&L
Station Ownership* Company Location Portion Total
- ------- ---------- --------- -------- ------- -----
Coal Units
- ----------
Hutchings W DP&L Miamisburg, OH 371 371
Killen C DP&L Wrightsville, OH 418 624
Stuart C DP&L Aberdeen, OH 823 2,350
Conesville-Unit 4 C CSP Conesville, OH 129 780
Beckjord-Unit 6 C CG&E New Richmond, OH 210 420
Miami Fort-Units 7&8 C CG&E North Bend, OH 360 1,000
East Bend-Unit 2 C CG&E Rabbit Hash, KY 186 600
Zimmer C CG&E Moscow, OH 365 1,300
Combustion Turbines or Diesel
- -----------------------------
Hutchings W DP&L Miamisburg, OH 32 32
Yankee Street W DP&L Centerville, OH 144 144
Monument W DP&L Dayton, OH 12 12
Tait W DP&L Dayton, OH 10 10
Sidney W DP&L Sidney, OH 12 12
Tait Gas Turbine 1 W DP&L Moraine, OH 95 95
Tait Gas Turbine 2 W DP&L Moraine, OH 97 97
* W = Wholly Owned
C = Commonly Owned
In order to transmit energy to their respective systems from
their commonly owned generating units, the companies have constructed
and own, as tenants in common, 847 circuit miles of 345,000-volt
transmission lines. DP&L has several interconnections with other
companies for the purchase, sale and interchange of electricity.
DP&L derived over 99% of its electric output from coal-fired
units in 1997. The remainder was derived from units burning oil
or natural gas which were used to meet peak demands.
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DP&L estimates that approximately 65-85% of its coal
requirements for the period 1998-2002 will be obtained through
long-term contracts, with the balance to be obtained by spot
market purchases. DP&L has been informed by CG&E and CSP through
the procurement plans for the commonly owned units operated by
them that sufficient coal supplies will be available during the
same planning horizon.
The prices to be paid by DP&L under its long-term coal
contracts are subject to adjustment in accordance with various
indices. Each contract has features that will limit price
escalations in any given year.
The average fuel cost per kWh generated of fuel burned for
electric generation (coal, gas and oil) for the year was 1.31 cents
which represents an increase from 1.29 cents in 1996 and a decrease
from 1.36 cents in 1995. Through the operation of a fuel cost
adjustment clause applicable to electric sales, the increases and
decreases in fuel costs are reflected in customer rates on a timely
basis. See RATE REGULATIONAND GOVERNMENT LEGISLATION and
ENVIRONMENTAL CONSIDERATIONS.
GAS OPERATIONS AND GAS SUPPLY
DP&L has long-term firm pipeline transportation agreements
with ANR Gas Pipeline Company ("ANR"), Texas Gas Transmission
Corporation ("Texas Gas"), Panhandle Eastern Pipe Line Company
("Panhandle"), Columbia Gas Transmission Corporation ("Columbia")
and Columbia Gulf Transmission Corporation for varying terms, up
to late 2004. Along with firm transportation services, DP&L has
approximately 16 billion cubic feet of firm storage service with
various pipelines. DP&L also maintains and operates four propane-
air plants with a daily rated capacity of approximately 70,000
thousand cubic feet ("MCF") of natural gas.
In addition, DP&L is interconnected with CNG Transmission
Corporation. Interconnections with interstate pipelines provide
DP&L the opportunity to purchase competitively-priced natural gas
supplies and pipeline services. DP&L purchases its natural gas
supplies using a portfolio approach that minimizes price risks
and ensures sufficient firm supplies at peak demand times. The
portfolio consists of long-term, short-term and spot supply
agreements. In 1997, firm agreements provided approximately 50%
of total supply, with the remaining supplies purchased on a
spot/short-term basis.
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In 1997, DP&L purchased natural gas at an average price of
$3.45 per MCF, compared to $3.45 per MCF in 1996 and $2.79 per
MCF in 1995. Through the operation of a natural gas cost
adjustment clause applicable to gas sales, increases and
decreases in DP&L's natural gas costs are reflected in customer
rates on a timely basis. SEE RATE REGULATION AND GOVERNMENT
LEGISLATION.
The PUCO supports open access, nondiscriminatory
transportation of natural gas by the state's local distribution
companies for end-use customers. The PUCO has guidelines to
provide a standardized structure for end-use transportation
programs which requires a tariff providing the prices, terms and
conditions for such service. DP&L has an approved tariff and
provides transportation service to approximately 300 end-use
customers, delivering a total quantity of nearly 17,000,000 MCF
per year.
RATE REGULATION AND GOVERNMENT LEGISLATION
DP&L's sales of electricity and natural gas to retail
customers are subject to rate regulation by the PUCO and various
municipalities. DP&L's wholesale electric rates to municipal
corporations and other distributors of electric energy are
subject to regulation by FERC under the Federal Power Act.
Ohio law establishes the process for determining rates
charged by public utilities. Regulation of rates encompasses the
timing of applications, the effective date of rate increases, the
cost basis upon which the rates are based and other related
matters. Ohio law also establishes the Office of the Ohio
Consumers' Counsel (the "OCC"), which has the authority to
represent residential consumers in state and federal judicial and
administrative rate proceedings.
DP&L's electric and natural gas rate schedules contain
certain recovery and adjustment clauses subject to periodic
audits by, and proceedings before, the PUCO. Electric fuel and
gas costs are expensed as recovered through rates.
On June 18, 1996, Governor Voinovich signed into law House
Bill 476 which allows for alternate natural gas rate plans and
exemption from PUCO jurisdiction for some gas services, and
establishes a code of conduct for local natural gas distribution
companies. Final rules were issued on March 12, 1997.
Ohio legislation extends the jurisdiction of the PUCO to the
records and accounts of certain public utility holding company
systems, including DPL Inc. The legislation extends the PUCO's
supervisory powers to a holding company system's general
condition and capitalization, among other matters, to the extent
that they relate to the costs associated with the provision of
public utility service. Additionally, the legislation
(i) requires PUCO approval of certain transactions and transfers
of assets between...
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...public utilities and entities within the same holding company
system, and (ii) prohibits investments by a holding company in
subsidiaries which are not public utilities in an amount in
excess of 15% of the aggregate capitalization of the holding
company on a consolidated basis at the time such investments are
made.
Regulatory assets recorded during the phase-in of electric
rates are being amortized and recovered in current rates. In
addition, deferred interest charges on the William H. Zimmer
Generating Station are being amortized at $2.8 million per year
over the projected life of the asset.
A 1992 PUCO-approved settlement agreement and a subsequent
stipulation in 1995 allowed accelerated recovery of demand-side
management ("DSM") costs and, thereafter, production plant costs
to the extent that DP&L's return on equity exceeds a baseline 13%
(subject to upward adjustment). If the return exceeds the
baseline return by one to two percent, one-half of the excess is
used to accelerate recovery of these costs. If the return is
greater than two percent over the baseline, the entire excess is
used for such purpose.
Regulatory deferrals on the balance sheet were:
Dec. 31 Dec. 31
1997 1996
------- -------
--millions--
Phase-in $ 30.6 $ 46.7
DSM 33.6 35.3
Deferred interest - Zimmer 52.5 55.3
Income taxes recoverable
through future revenues 208.2 222.4
------ ------
Total $324.9 $359.7
====== ======
In 1989 the PUCO approved rules for the implementation of a
comprehensive Integrated Resource Planning ("IRP") program for
all investor-owned electric utilities in Ohio. Under this
program, each utility is required to file an IRP as part of its
Long Term Forecast Report ("LTFR"). The IRP requires each
utility to evaluate available demand-side resource options in
addition to supply-side options to determine the most cost-
effective means for satisfying customer requirements. The rules
currently allow a utility to apply for deferred recovery of DSM
program expenditures and lost revenues between LTFR proceedings.
Ultimate recovery of expenditures is contingent on review and
approval of such programs as cost-effective and consistent with
the most recent IRP proceeding. The rules also allow utilities
to submit alternative proposals for the recovery of DSM programs
and related costs.
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DP&L has in place a percentage of income payment plan
("PIPP") for eligible low-income households as required by the
PUCO. This plan prohibits disconnections for nonpayment of
customer bills if eligible low-income households pay a specified
percentage of their household income toward their utility bill.
The PUCO has approved a surcharge by way of a temporary base rate
tariff rider which allows companies to recover arrearages
accumulated under PIPP.
DP&L initiated a competitive bidding process in January 1993
for the construction of electric peaking capacity and energy by
1997. Through an Ohio Power Siting Board ("OPSB") investigative
process, DP&L's self-built option was evaluated to be the least
cost option. On March 7, 1994, the OPSB approved DP&L's
applications for up to three combustion turbines and two natural
gas supply lines for the proposed site.
On June 1, 1997 and September 15, 1997, respectively, DP&L
filed its natural gas and electric LTFR with the PUCO. An IRP
filed as part of the electric LTFR included plans for the
construction of a series of 82 MW combustion turbine generating
units. The first combustion turbine began operation on June 1,
1995, a second unit began operation on December 23, 1996 and a
third unit is currently under construction.
On January 25, 1996, Governor Voinovich reappointed Chairman
Craig A. Glazer to the PUCO for a five year term which commenced
on April 11, 1996 and will extend until April 10, 2001.
On February 7, 1997, Governor Voinovich appointed Judith A.
Jones, a Toledo City Councilwoman, to the PUCO replacing Richard
Fanelly. Her five year term commenced April 11, 1997 and will
extend until April 10, 2002.
On October 15, 1997 PUCO Commissioner David Johnson
announced his resignation effective November 30, 1997.
Commissioner Johnson was serving a term that would have expired
in April 1998. On January 27, 1998, Governor Voinovich appointed
Donald L. Mason, a senior management official with the Ohio
Department of Natural Resources, to replace Commissioner Johnson.
His five year term will expire on April 10, 2003.
ENVIRONMENTAL CONSIDERATIONS
The operations of DP&L, including the commonly owned
facilities operated by DP&L, CG&E and CSP, are subject to
federal, state, and local regulation as to air and water quality,
disposal of solid waste and other environmental matters,
including the location, construction and initial operation of new
electric generating facilities and most electric transmission
lines. DP&L expended $5 million for environmental control
facilities during 1997. The possibility exists that current
environmental regulations could be revised which could change the
level of estimated construction expenditures. See CONSTRUCTION
AND FINANCING PROGRAM OF DPL INC.
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Air Quality
- -----------
The Clean Air Act Amendments of 1990 (the "Act") have
limited sulfur dioxide and nitrogen oxide emissions nationwide.
The Act restricts emissions in two phases. Phase I compliance
requirements became effective on January 1, 1995 and Phase II
requirements will become effective on January 1, 2000.
Compliance by DP&L has not caused any material changes in DP&L's
costs or operations.
DP&L's environmental compliance plan ("ECP") was approved by
the PUCO on May 6, 1993. Phase I requirements are being met by
switching to lower sulfur coal at several commonly owned electric
generating facilities and increasing existing scrubber removal
efficiency. Total capital expenditures to comply with Phase I of
the Act were approximately $5.5 million. Present Phase II
requirements can be met primarily by switching to lower sulfur
coal at all non-scrubbed coal-fired electric generating units.
Overall compliance is projected to have a minimal 1% to 2%
approximate price impact. Costs to comply with the Act are
eligible for recovery in fuel hearings and other regulatory
proceedings.
Land Use
- --------
DP&L and numerous other parties have been notified by the
United States Environmental Protection Agency ("U.S. EPA") or the
Ohio Environmental Protection Agency ("Ohio EPA") that it
considers them Potentially Responsible Parties ("PRPs") for clean-
up at four superfund sites in Ohio: the Sanitary Landfill Site
on Cardington Road in Montgomery County, Ohio; the United Scrap
Lead Site in Miami County, Ohio; the Powell Road Landfill in
Huber Heights, Montgomery County, Ohio; and the North Sanitary
(a.k.a. Valleycrest) Landfill in Dayton, Montgomery County, Ohio.
DP&L received notification from the U.S. EPA in July 1987
for the Cardington Road site. DP&L has not joined the PRP group
formed at that site because of the absence of any known evidence
that DP&L contributed hazardous substances to this site. The
Record of Decision issued by the U.S. EPA identifies the chosen
clean-up alternative at a cost estimate of $8.1 million. The
final resolution will not have a material effect on DP&L's
financial position, earnings or cashflow.
DP&L received notification from the U.S. EPA in September
1987 for the United Scrap Lead Site. DP&L has joined a PRP group
for this site, which is actively conferring with the U.S. EPA.
The initial Record of Decision issued by the U.S. EPA estimating
clean-up costs at $27.1 million was later amended to reflect an
estimate of clean-up costs at $32 million. DP&L is one of over
200 parties to this site, and its estimated contribution to the
site is less than .01%. Nearly 60 PRPs are actively working to
settle the case. DP&L participated in the sponsorship of a study
to evaluate...
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...alternatives to the U.S. EPA's clean-up plan. The U.S. EPA
recently approved a proposal for a less expensive clean-up method
for the entire site. This new clean-up is anticipated to have a
total cost of $5.2 million. The final resolution will not have a
material effect on DP&L's financial position, earnings or cashflow.
DP&L and numerous other parties received notification from
the U.S. EPA on May 21, 1993 that it considers them PRPs for
clean-up of hazardous substances at the Powell Road Landfill Site
in Huber Heights, Ohio. DP&L has joined the PRP group for the
site. On October 1, 1993, the U.S. EPA issued its Record of
Decision identifying a cost estimate of $20.5 million for the
chosen remedy. DP&L is one of over 200 PRPs to this site, and
its estimated contribution is less than 1%. In late January
1998, the U.S. EPA approved a settlement that included DP&L.
Through the settlement, DP&L resolved its potential liability
with no resulting material impact.
DP&L and numerous other parties received notification from
the Ohio EPA on July 27, 1994 that it considers them PRPs for
clean-up of hazardous substances at the North Sanitary Landfill
site in Dayton, Ohio. DP&L has not joined the PRP group formed
for the site because the available information does not
demonstrate that DP&L contributed wastes to the site. The final
resolution will not have a material effect on DP&L's financial
position, earnings or cashflow.
I-13
THE DAYTON POWER AND LIGHT COMPANY
OPERATING STATISTICS
ELECTRIC OPERATIONS
Years Ended December 31,
------------------------------
1997 1996 1995
---- ---- ----
Electric Output (millions of kWh)
General -
Coal-fired units 16,246 16,142 15,679
Other units 52 21 29
Power purchases 1,239 1,098 2,115
Exchanged and transmitted power - (1) 1
Company use and line losses (928) (946) (1,010)
---------- ---------- ----------
Total 16,609 16,314 16,814
========== ========== ==========
Electric Sales (millions of kWh)
Residential 4,788 4,924 4,871
Commercial 3,408 3,407 3,425
Industrial 4,749 4,540 4,401
Public authorities and railroads 1,330 1,392 1,378
Private utilities and wholesale 2,334 2,051 2,739
---------- ---------- ----------
Total 16,609 16,314 16,814
========== ========== ==========
Electric Customers at End of Period
Residential 433,563 428,973 425,347
Commercial 43,923 43,381 42,582
Industrial 1,881 1,858 2,017
Public authorities and railroads 5,736 5,651 5,573
Other 42 29 17
---------- ---------- ----------
Total 485,145 479,892 475,536
========== ========== ==========
Operating Revenues (thousands)
Residential $ 409,857 $ 422,876 $ 422,153
Commercial 234,206 236,598 237,799
Industrial 225,775 222,941 224,135
Public authorities and railroads 74,018 78,140 78,225
Private utilities and wholesale 53,598 43,730 57,799
Other 12,523 12,115 9,807
---------- ---------- ----------
Total $1,009,977 $1,016,400 $1,029,918
========== ========== ==========
Residential Statistics
(per customer-average)
Sales - kWh 11,120 11,537 11,518
Revenue $ 951.90 $ 990.89 $ 998.27
Rate per kWh (Month of December)
(cents) 8.10 7.91 8.01
I-14
THE DAYTON POWER AND LIGHT COMPANY
OPERATING STATISTICS
GAS OPERATIONS
Years Ended December 31,
------------------------------
1997 1996 1995
---- ---- ----
Gas Output (thousands of MCF)
Direct market purchases 43,808 46,696 44,376
Liquefied petroleum gas 66 90 18
Company use and unaccounted for (1,016) (676) (1,594)
Transportation gas received 19,182 17,587 16,870
-------- -------- --------
Total 62,040 63,697 59,670
======== ======== ========
Gas Sales (thousands of MCF)
Residential 29,277 31,087 29,397
Commercial 9,567 9,424 8,307
Industrial 2,520 3,404 2,584
Public authorities 2,153 2,829 3,006
Transportation gas delivered 18,523 16,953 16,376
-------- -------- --------
Total 62,040 63,697 59,670
======== ======== ========
Gas Customers at End of Period
Residential 276,189 272,616 269,694
Commercial 22,298 22,085 21,451
Industrial 1,396 1,331 1,574
Public authorities 1,475 1,463 1,423
-------- -------- --------
Total 301,358 297,495 294,142
======== ======== ========
Operating Revenues (thousands)
Residential $160,279 $156,709 $149,006
Commercial 48,302 44,092 39,047
Industrial 11,867 14,110 11,447
Public authorities 10,311 12,013 12,589
Other 12,948 11,660 9,950
-------- -------- --------
Total $243,707 $238,584 $222,039
======== ======== ========
Residential Statistics
(per customer-average)
Sales - MCF 107.0 114.8 109.8
Revenue $ 585.63 $ 578.68 $ 556.72
Rate per MCF (month of December) $ 5.20 $ 5.13 $ 4.44
I-15
EXECUTIVE OFFICERS OF THE REGISTRANT
(As of March 1, 1998)
Business Experience,
Last Five Years
(Positions with Registrant
Name Age Unless Otherwise Indicated) Dates
- ------------------------------------------------------------------------------
Peter H. Forster 55 Chairman 1/01/97 - 3/01/98
Chairman and Chief 9/26/95 - 1/01/97
Executive Officer
Chairman, President and 4/05/88 - 9/26/95
Chief Executive Officer
Chairman, DP&L 4/06/92 - 3/01/98
Allen M. Hill 52 President and Chief 1/01/97 - 3/01/98
Executive Officer
President and Chief 9/26/95 - 1/01/97
Operating Officer
President and Chief 4/06/92 - 3/01/98
Executive Officer, DP&L
Paul R. Anderson 55 Controller, DP&L 4/12/81 - 3/01/98
Stephen P. Bramlage 51 Assistant Vice President, 1/01/94 - 3/01/98
DP&L
Director, Service 10/29/89 - 1/01/94
Operations, DP&L
Jeanne S. Holihan 41 Assistant Vice President, 3/17/93 - 3/01/98
DP&L
Treasurer, DP&L 11/06/90 - 3/17/93
Thomas M. Jenkins 46 Group Vice President 5/14/96 - 3/01/98
and Treasurer, DPL Inc.
and DP&L
Group Vice President 6/27/95 - 5/14/96
and Treasurer
Group Vice President, DP&L
Group Vice President 5/09/94 - 6/27/95
and Treasurer, DPL Inc.
and DP&L
Group Vice President 11/06/90 - 5/09/94
and Treasurer
Group Vice President, DP&L
I-16
EXECUTIVE OFFICERS OF THE REGISTRANT
(As of March 1, 1998)
Business Experience,
Last Five Years
(Positions with Registrant
Name Age Unless Otherwise Indicated) Dates
- ------------------------------------------------------------------------------
Stephen F. Koziar Jr. 53 Group Vice President 1/31/95 - 3/01/98
and Secretary, DPL Inc.
and DP&L
Group Vice President, 12/10/87 - 1/31/95
DPL Inc. and DP&L
Judy W. Lansaw 46 Group Vice President, 1/31/95 - 3/01/98
DPL Inc. and DP&L
Group Vice President 12/07/93 - 1/31/95
and Secretary, DPL Inc.
and DP&L
Vice President and 8/01/89 - 12/07/93
Secretary, DPL Inc.
and DP&L
Arthur G. Meyer 48 Vice President, Legal and 11/21/97 - 3/01/98
Corporate Affairs, DP&L
Director, Corporate 5/14/96 - 11/21/97
Relations, DP&L
Treasurer, DP&L 6/27/95 - 5/14/96
Director, Financial 5/09/94 - 6/27/95
Activities
Manager, Service Operations 1/31/94 - 5/09/94
Associate General Counsel 7/13/92 - 1/31/94
Bryce W. Nickel 41 Assistant Vice President 1/01/94 - 3/01/98
DP&L
Director, Service 10/29/89 - 1/01/94
Operations, DP&L
H. Ted Santo 47 Group Vice President, 12/08/92 - 3/01/98
DP&L
I-17
Item 2 - Properties
- ------------------------------------------------------------------------------
Electric
- --------
Information relating to DP&L's electric properties is
contained in Item 1 - BUSINESS, DPL INC. (pages I-1 and I-2),
CONSTRUCTION AND FINANCING PROGRAM OF DPL INC. (pages I-5 and I-
6) and ELECTRIC OPERATIONS AND FUEL SUPPLY (pages I-6 through I-
8) - Notes 2 and 5 of Notes to Consolidated Financial Statements
on pages 21 and 23, respectively, of the registrant's 1997 Annual
Report, which pages are incorporated herein by reference.
Gas
- ---
Information relating to DP&L's gas properties is contained
in Item 1 - BUSINESS, DPL INC. (pages I-1 and I-2) and GAS
OPERATIONS AND GAS SUPPLY (pages I-8 and I-9), which pages are
incorporated herein by reference.
Other
- -----
DP&L owns a number of area service buildings located in
various operating centers.
Substantially all property and plant of DP&L is subject to
the lien of the Mortgage securing DP&L's First Mortgage Bonds.
Item 3 - Legal Proceedings
- ------------------------------------------------------------------------------
Information relating to legal proceedings involving DP&L is
contained in Item 1 - BUSINESS, DPL INC. (pages I-1 and I-2),
COMPETITION (pages I-2 through I-4), ELECTRIC OPERATIONS AND FUEL
SUPPLY (pages I-6 through I-8), GAS OPERATIONS AND GAS SUPPLY
(pages I-8 and I-9), RATE REGULATION AND GOVERNMENT LEGISLATION
(pages I-9 through I-11) and ENVIRONMENTAL CONSIDERATIONS (pages
I-11 through I-13) and - Note 2 of Notes of Consolidated
Financial Statements on page 21 of the registrant's 1997 Annual
Report, which pages are incorporated herein by reference.
Item 4 - Submission Of Matters To A Vote Of Security Holders
- ------------------------------------------------------------------------------
DPL Inc.'s Annual Meeting of Shareholders was held on
April 15, 1997. Three directors of DPL Inc. were elected at the
Annual Meeting, each of whom will serve a three year term
expiring in 2000. The nominees were elected as follows: Ernie
Green, 92,556,140 shares FOR, 1,405,730 shares WITHHELD; David R.
Holmes, 92,614,002 shares FOR, 1,347,868 shares WITHHELD; Burnell
R. Roberts, 92,559,470 shares FOR, 1,402,400 shares WITHHELD.
I-18
PART II
Item 5 - Market For Registrant's Common Equity And Related Stockholder Matters
- ------------------------------------------------------------------------------
The information required by this item of Form 10-K is
set forth on pages 14, 27 and 28 of the registrant's 1997 Annual
Report, which pages are incorporated herein by reference. As of
December 31, 1997, there were 43,689 holders of record of
DPL Inc. common equity, excluding individual participants in
security position listings.
DP&L's Mortgage restricts the payment of dividends on
DP&L's Common Stock under certain conditions. In addition, so
long as any Preferred Stock is outstanding, DP&L's Amended
Articles of Incorporation contain provisions restricting the
payment of cash dividends on any of its Common Stock if, after
giving effect to such dividend, the aggregate of all such
dividends distributed subsequent to December 31, 1946 exceeds the
net income of DP&L available for dividends on its Common Stock
subsequent to December 31, 1946, plus $1,200,000. As of year
end, all earnings reinvested in the business of DP&L were
available for Common Stock dividends.
The Credit Agreement requires that the aggregate assets
of DP&L and its subsidiaries (if any) constitute not less than
60% of the total consolidated assets of DPL Inc., and that DP&L
maintain common shareholder's equity (as defined in the Credit
Agreement) at least equal to $550 million.
Item 6 - Selected Financial Data
- ------------------------------------------------------------------------------
The information required by this item of Form 10-K is
set forth on page 14 of the registrant's 1997 Annual Report,
which page is incorporated herein by reference.
Item 7 - Management's Discussion And Analysis Of Financial Condition
And Results Of Operations
- ------------------------------------------------------------------------------
The information required by this item of Form 10-K is
set forth in Note 2 of Notes to Consolidated Financial Statements
on page 21 and on pages 1, 13, 15 and 16 of the registrant's 1997
Annual Report, which pages are incorporated herein by reference.
Subsequent to the completion of the 1997 Annual Report,
DP&L was notified that the U.S. EPA approved a settlement at one
of the superfund sites. The total cost estimate for all of the
Potentially Responsible Parties for all of the sites has changed
from $34 million to $13 million.
Item 8 - Financial Statements And Supplementary Data
- ------------------------------------------------------------------------------
The information required by this item of Form 10-K is
set forth on page 14 and on pages 17 through 27 of the
registrant's 1997 Annual Report, which pages are incorporated
herein by reference.
II-1
Report of Independent Accountants
on Financial Statement Schedule
---------------------------------
To the Board of Directors of DPL Inc.
Our audits of the consolidated financial statements referred to
in our report dated January 21, 1998 appearing on page 27 of the
1997 Annual Report to Shareholders of DPL Inc. (which report and
consolidated financial statements are incorporated by reference
in this Annual Report on Form 10-K) also included an audit of the
Financial Statement Schedule listed in Item 14(a) of this Form 10-
K. In our opinion, this Financial Statement Schedule presents
fairly, in all material respects, the information set forth
therein when read in conjunction with the related consolidated
financial statements.
/s/Price Waterhouse LLP
Price Waterhouse LLP
Dayton, Ohio
January 21, 1998
II-2
Item 9 - Changes In And Disagreements With Accountants On Accounting
And Financial Disclosure
- ------------------------------------------------------------------------------
None.
PART III
Item 10 - Directors And Executive Officers Of The Registrant
- ------------------------------------------------------------------------------
Directors of the Registrant
- ---------------------------
The information required by this item of Form 10-K is
set forth on pages 2 through 5 of DPL Inc.'s definitive Proxy
Statement dated March 2, 1998, relating to the 1998 Annual
Meeting of Shareholders ("1998 Proxy Statement"), which pages are
incorporated herein by reference, and on pages I-16 and I-17 of
this Form 10-K.
Item 11 - Executive Compensation
- ------------------------------------------------------------------------------
The information required by this item of Form 10-K is
set forth on pages 9 through 15 of the 1998 Proxy Statement,
which pages are incorporated herein by reference.
Item 12 - Security Ownership Of Certain Beneficial Owners And Management
- ------------------------------------------------------------------------------
The information required by this item of Form 10-K is
set forth on pages 3 through 6 and on page 15 of the 1998 Proxy
Statement, which pages are incorporated herein by reference.
Item 13 - Certain Relationships And Related Transactions
- ------------------------------------------------------------------------------
None.
III-1
PART IV
Item 14 - Exhibits, Financial Statement Schedule And Reports On Form 8-K
- ------------------------------------------------------------------------------
Pages of 1997 Form 10-K
Incorporated by Reference
-------------------------
Report of Independent Accountants II-2
(a) Documents filed as part of the Form 10-K
1. Financial Statements Pages of 1997 Annual Report
-------------------- Incorporated by Reference
---------------------------
Consolidated Statement of Results of Operations
For the three years in the period ended
December 31, 1997 17
Consolidated Statement of Cash Flows for the
three years in the period ended December 31, 1997 18
Consolidated Balance Sheet as of December 31, 1997
and 1996 19
Notes to Consolidated Financial Statements 20 - 26
Report of Independent Accountants 27
2. Financial Statement Schedule
----------------------------
For the three years in the period ended December 31, 1997:
Page No.
--------
Schedule II - Valuation and qualifying accounts IV-7
The information required to be submitted in schedules
I, III, IV and V is omitted as not applicable or not required
under rules of Regulation S-X.
IV-1
3. Exhibits
--------
The following exhibits have been filed with the Securities
and Exchange Commission and are incorporated herein by reference.
Incorporation by Reference
--------------------------
2 Copy of the Agreement of Merger among Exhibit A to the 1986 Proxy
DPL Inc., Holding Sub Inc. and DP&L Statement (File No. 1-2385)
dated January 6, 1986
3(a) Copy of Amended Articles of Incorporation Exhibit 3 to Report on
of DPL Inc. dated January 4, 1991, and Form 10-K for the year
amendment dated December 3, 1991 ended December 31, 1991
(File No. 1-9052)
3(b) Copy of Amendment dated April 20, 1993 Exhibit 3(b) to Report on
to DPL Inc.'s Amended Articles of Form 10-K for the year
Incorporation ended December 31, 1993
(File No. 1-9052)
4(a) Copy of Composite Indenture dated as of Exhibit 4(a) to Report on
October 1, 1935, between DP&L and The Form 10-K for the year
Bank of New York, Trustee with all ended December 31, 1985
amendments through the Twenty-Ninth (File No. 1-2385)
Supplemental Indenture
4(b) Copy of the Thirtieth Supplemental Exhibit 4(h) to Registration
Indenture dated as of March 1, 1982, Statement No. 33-53906
between DP&L and The Bank of New York,
Trustee
4(c) Copy of the Thirty-First Supplemental Exhibit 4(h) to Registration
Indenture dated as of November 1, 1982, Statement No. 33-56162
between DP&L and The Bank of New York,
Trustee
4(d) Copy of the Thirty-Second Supplemental Exhibit 4(i) to Registration
Indenture dated as of November 1, 1982, Statement No. 33-56162
between DP&L and The Bank of New York,
Trustee
4(e) Copy of the Thirty-Third Supplemental Exhibit 4(e) to Report on
Indenture dated as of December 1, 1985, Form 10-K for the year
between DP&L and The Bank of New York, ended December 31, 1985
Trustee (File No. 1-2385)
4(f) Copy of the Thirty-Fourth Supplemental Exhibit 4 to Report on
Indenture dated as of April 1, 1986, Form 10-Q for the quarter
between DP&L and The Bank of New York, ended June 30, 1986
Trustee (File No. 1-2385)
IV-2
4(g) Copy of the Thirty-Fifth Supplemental Exhibit 4(h) to Report on
Indenture dated as of December 1, 1986, Form 10-K for the year
between DP&L and The Bank of New York, ended December 31, 1986
Trustee (File No. 1-9052)
4(h) Copy of the Thirty-Sixth Supplemental Exhibit 4(i) to Registration
Indenture dated as of August 15, 1992, Statement No. 33-53906
between DP&L and The Bank of New York,
Trustee
4(i) Copy of the Thirty-Seventh Supplemental Exhibit 4(j) to Registration
Indenture dated as of November 15, Statement No. 33-56162
1992, between DP&L and The Bank of New
York, Trustee
4(j) Copy of the Thirty-Eighth Supplemental Exhibit 4(k) to Registration
Indenture dated as of November 15, Statement No. 33-56162
1992, between DP&L and The Bank of New
York, Trustee
4(k) Copy of the Thirty-Ninth Supplemental Exhibit 4(k) to Registration
Indenture dated as of January 15, 1993, Statement No. 33-57928
between DP&L and The Bank of New York,
Trustee
4(l) Copy of the Fortieth Supplemental Exhibit 4(m) to Report on
Indenture dated as of February 15, Form 10-K for the year
1993, between DP&L and The Bank of New ended December 31, 1992
York, Trustee (File No. 1-2385)
4(m) Copy of the Credit Agreement dated as Exhibit 4(k) to DPL Inc.'s
of November 2, 1989 between DPL Inc., Registration Statement
the Bank of New York, as agent, and the on Form S-3
banks named therein (File No. 33-32348)
4(n) Copy of Shareholder Rights Agreement Exhibit 4 to Report on
between DPL Inc. and The First National Form 8-K dated
Bank of Boston December 13, 1991
(File No. 1-9052)
10(a) Description of Management Incentive Exhibit 10(c) to Report on
Compensation Program for Certain Form 10-K for the year
Executive Officers ended December 31, 1986
(File No. 1-9052)
10(b) Copy of Severance Pay Agreement with Exhibit 10(f) to Report on
Certain Executive Officers Form 10-K for the year
ended December 31, 1987
(File No. 1-9052)
IV-3
10(c) Copy of Supplemental Executive Exhibit 10(e) to Report on
Retirement Plan amended August 6, 1991 Form 10-K for the year
ended December 31, 1991
(File No. 1-9052)
10(d) Amended description of Directors' Exhibit 10(d) to Report on
Deferred Stock Compensation Plan Form 10-K for the year
effective January 1, 1993 ended December 31, 1993
(File No. 1-9052)
10(e) Amended description of Deferred Exhibit 10(e) to Report on
Compensation Plan for Non-Employee Form 10-K for the year
Directors effective January 1, 1993 ended December 31, 1993
(File No. 1-9052)
10(f) Copy of Management Stock Incentive Plan Exhibit 10(f) to Report on
amended January 1, 1993 Form 10-K for the year
ended December 31, 1993
(File No. 1-9052)
18 Copy of preferability letter relating Exhibit 18 to Report on
to change in accounting for unbilled Form 10-K for the year
revenues from Price Waterhouse LLP ended December 31, 1987
(File No. 1-9052)
The following exhibits are filed herewith:
Page No.
--------
13 Copy of DPL Inc.'s 1997 Annual Report to Shareholders
21 Copy of List of Subsidiaries of DPL Inc.
23 Consent of Price Waterhouse LLP
Pursuant to paragraph (b) (4) (iii) (A) of Item 601 of Regulation
S-K, DPL Inc. has not filed as an exhibit to this Form 10-K certain
instruments with respect to long-term debt if the total amount of
securities authorized thereunder does not exceed 10% of the total
assets of DPL Inc. and its subsidiaries on a consolidated basis,
but hereby agrees to furnish to the SEC on request any such instruments.
(b) Reports on Form 8-K
-------------------
None.
IV-4
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Registrant has duly caused
this report to be signed on its behalf by the undersigned, thereun
to duly authorized.
DPL Inc.
Registrant
March 30, 1998 /s/Allen M. Hill
-------------------------------------
Allen M. Hill
President and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1934,
this report has been signed below by the following persons on behalf
of the registrant and in the capacities and on the dates indicated.
Director
- --------------------
(T. J. Danis)
Director
- --------------------
(J. F. Dicke, II)
/s/Peter H. Forster Director and Chairman March 30, 1998
- --------------------
(P. H. Forster)
/s/Ernie Green Director March 30, 1998
- --------------------
(E. Green)
/s/Jane G. Haley Director March 30, 1998
- --------------------
(J. G. Haley)
/s/Allen M. Hill Director, President and March 30, 1998
- -------------------- Chief Executive Officer
(A. M. Hill)
IV-5
Director
- --------------------
(W A. Hillenbrand)
/s/David R. Holmes Director March 30, 1998
- --------------------
(D. R. Holmes)
/s/Thomas M. Jenkins Group Vice President and March 30, 1998
- -------------------- Treasurer (principal
(T. M. Jenkins) financial and accounting
officer)
Director
- --------------------
(B. R. Roberts)
IV-6
Schedule II
DPL Inc.
VALUATION AND QUALIFYING ACCOUNTS
For the years ended December 31, 1997, 1996 and 1995
- ------------------------------------------------------------------------------
COLUMN A COLUMN B COLUMN C COLUMN D COLUMN E
- ------------------------------------------------------------------------------
Additions
----------------
Balance at Charged Balance
Beginning to Deductions at End
Description of Period Income Other (1) Period
- ------------------------------------------------------------------------------
----------------------thousands---------------------
1997:
Deducted from accounts
receivable--
Provisions for
uncollectible accounts $ 5,083 $ 5,865 $ - $ 5,941 $ 5,007
1996:
Deducted from accounts
receivable--
Provisions for
uncollectible accounts $ 6,481 $ 4,056 $ - $ 5,454 $ 5,083
1995:
Deducted from accounts
receivable--
Provision for
uncollectible accounts $ 7,801 $ 1,096 $ - $ 2,416 $ 6,481
(1) Amounts written off, net of recoveries of accounts previously written off.
IV-7