35-CERT 1 q4037218.htm RULE 24 - AEP CREDIT

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Public Utility Holding Act of 1935
File No. 70-7218
Report Date: October 1, 2003 to December 31, 2003

In the Matter of:
AEP Utilities, Inc.
  (Formerly known as Central and South West Corporation)
AEP Credit, Inc.

    1.        AEP Credit, Inc. (AEP Credit) hereby files a balance sheet as of December 31, 2003, statements of income for the three and twelve-month periods ended December 31, 2003, and 2002, and notes to the financial statements as Exhibit 1 attached hereto.

    2.        AEP Credit is currently providing low-cost financing for American Electric Power Company’s (AEP’s) electric utility operating companies through the factoring of receivables. The receivables arise primarily from the sale and delivery of electricity. On December 31, 2001, AEP Credit entered into a sale of receivables agreement with a group of banks and commercial paper conduits. Under the sale of receivables agreement, AEP Credit sells an interest in the receivables it acquires from its clients to the commercial paper conduits and banks and receives cash. The transaction constitutes a sale of receivables in accordance with Statement of Financial Accounting Standards No. 140, “Accounting for Transfers and Servicing of Financial Assets and Extinguishment of Liabilities,” allowing the receivables to be removed from AEP Credit’s balance sheet. AEP Credit has no ownership interest in the commercial paper conduits and does not consolidate the entities in accordance with accounting principles generally accepted in the United States of America. At December 31, 2003, AEP Credit had a $600 million commitment from the banks under the sale of receivables agreement to purchase undivided interests in the receivables from AEP Credit, of which $385 million was outstanding. The sale of receivables agreement was amended and restated on July 25, 2003 and expires on July 23, 2004. On December 31, 2003, the variable discount rate for the sale of accounts receivable to the conduits under the sale of receivables agreement was 1.28%. On December 31, 2003, AEP Credit had outstanding borrowings from AEP related to funding accounts receivable purchases of $102 million at a rate of 1.83%. On December 31, 2003, the overall composite rate of funding accounts receivable purchases was 1.37%.

        Any receivables eligible for sale on AEP Credit’s books at the time of sale that are not sold are pledged as collateral for the collection of receivables sold.

    3.        AEP Credit hereby files, as Exhibit 2 attached hereto the earnings coverage for AEP Credit’s indebtedness for the period from October 1, 2003 through December 31, 2003 and AEP Credit’s capital structure at December 31, 2003. AEP Credit hereby files as Exhibit 3 attached hereto the twelve-month average of outstanding accounts receivable during said period as of the end of each month.

    4.        With respect to affiliated companies, Appalachian Power (APCo), Columbus Southern Power Company (CSPCo), Indiana Michigan Power Company (I&M), Kentucky Power Company (KPCo), Kingsport (KGPCo), Ohio Power Company (OPCo), Public Service Company of Oklahoma (PSO), and Southwestern Electric Power Company (SWEPCo), AEP Credit hereby certifies that the allowed returns on common equity for the period from October 1, 2003 through December 31, 2003 were unchanged in all regulatory jurisdictions from the previous certificate of notification, with the following exception: The Kentucky Public Service Commission in Case No. 2002-01169, allowed a return on common equity of 11% for an environmental surcharge related to costs expended at KPCo's Big Sandy Facility. AEP Credit also hereby files the discount calculation for affiliated companies and the factoring expense savings for affiliated companies as shown in Exhibits 4 and 5, respectively, attached hereto.

    5.        AEP Credit hereby files as Exhibit 6 attached hereto a copy of any state regulatory commission decision or analysis addressing the effect of the factoring of AEP System accounts receivable rates which were issued during the period October 1, 2003 through December 31, 2003.

    6.        Copy of the audited annual financial statements for the years ended December 31, 2002 and 2001. [Exhibit 7]

    7.        Said transactions have been carried out in accordance with the terms and conditions of, and for the purpose represented in, the Form U-1 Application-Declaration of AEP Utilities, Inc. (AEP Utilities) [formerly known as Central and South West Corporation (CSW)] and AEP Credit, in File No. 70-7218, and in accordance with the terms and conditions of the Commission’s orders dated July 31, 1986, May 8, 1988, December 27, 1989, August 30, 1990, December 21, 1990, December 24, 1991, December 9, 1992, December 21, 1993, December 16, 1994, March 11, 1997 and December 21, 2000, permitting said Application-Declaration to become effective, and the Form U-1 Application-Declaration of CSW, AEP Texas Central Company (formerly known as Central Power and Light Company) and AEP Credit, in File No. 70-8037, and in accordance with the terms and conditions of the Commission’s orders dated December 8, 1992 and December 29, 1992, permitting said Application-Declaration to become effective.

    8.        Chart of accounts and accounting system procedures of AEP Credit as maintained by American Electric Power Service Corporation (AEPSC). [Exhibit 8]

SIGNATURE

As requested by order of the Securities and Exchange Commission pursuant to the Public Utility Holding Company Act of 1935, AEP Credit Inc. has duly caused this report to be signed on the 13th day of February, 2004.

By : /s/ Wendy G. Hargus
Wendy G. Hargus
Assistant Treasurer

1616 Woodall Rodgers Freeway
P.O. Box 660164
Dallas, Texas 75266-0164
Telephone (214) 777-3755

EXHIBIT INDEX
 
Exhibit
Number

Exhibit
Transimssion
Method

     1   Unaudited balance sheet as of December 31, 2003, unaudited statements of income for the three and twelve month periods ended December 31, 2003 and 2002 and unaudited notes to the financial statements.   Electronic  
 
     2   Earnings coverage for the period from October 1, 2003 through December 31, 2003 and capital structure at December 31, 2003.   Electronic  
                 
     3   Twelve month "rolling average" as of the end of each month of outstanding accounts receivable of affiliated companies.   Electronic  
                 
     4   Discount calculation for affiliated companies for the three months ended December 31, 2003.   Electronic  
                 
     5   Factoring expense savings for the affiliated companies for the three months ended December 31, 2003.   Electronic  
                 
     6   Any state regulatory commission decision or analysis addressing the effect of the factoring of AEP System accounts receivable rates which were issued during the period October 1, 2003 through December 31, 2003.   Electronic  
                 
     7   Copy of the AEP Credit audited annual financial statements for the year ended December 31, 2002.   Electronic  
                 
     8   Chart of accounts and accounting system procedures for AEP Credit.   Electronic  

Exhibit 1

AEP CREDIT, INC.
STATEMENTS OF INCOME
FOR THE PERIODS ENDED DECEMBER 31, 2003 AND 2002
(in thousands)
(Unaudited)
 
Three Months
Ended
Twelve Months
Ended
2003
2002
2003
2002
OPERATING REVENUES       $10,429   $12,508   $41,647   $59,114  
                       
OPERATING EXPENSES:  
   Interest       407   207   1,280   1,002  
   Provision for Bad Debts     6,281   7,971   24,787   36,661  
   Loss on Sale of Accounts  
    Receivable     1,416   1,954   6,665   4,060  
   Credit Line Fees     594   315   1,900   2,763  
   General and Administrative     131   (67 ) 590   989  




          Total Operating Expenses     8,829   10,380   35,222   45,475  




OPERATING INCOME     1,600   2,128   6,425   13,639  
                       
OTHER INCOME:  
  Interest Income     --   --   1   9  




INCOME BEFORE INCOME TAXES     1,600   2,128   6,426   13,648  




INCOME TAX EXPENSE (CREDIT):  
  Current     (3,769 ) 2,809   (3,042 ) 6,991  
  Deferred     4,144 (1,500 ) 5,120 (1,651 )




          Total Income Tax Expense     375   1,309   2,078   5,340  




NET INCOME     $1,225   $819   $4,348   $8,308  




The accompanying notes to financial statements are an integral part of these statements.

Exhibit 1
(Continued)

AEP CREDIT, INC.
BALANCE SHEETS
AS OF DECEMBER 31, 2003
(in thousands)
(Unaudited)
 
    ASSETS    
   
    CURRENT ASSETS:  
     Retained Interest in Accounts Receivable Sold   $136,913  
     Unsold Accounts Receivable   32,102  
     Allowance For Uncollectible Accounts Retained   (13,167 )
     Accrued Tax Benefit   980

            Total Current Assets   156,828  

    OTHER ASSETS:  
      Deferred Income Taxes   4,272  
      Other   350  

            Total Other Assets   4,622  

              TOTAL ASSETS   $161,450  

   
   
    LIABILITIES AND STOCKHOLDER'S EQUITY  
   
    CURRENT LIABILITIES:  
      Short-term Debt - Affiliated   $102,207  
      Accounts Payable - Affiliated   1,561  
      Accounts Payable - Nonaffiliated   17,605  
      Unearned Revenue   1,574  
      Other Liabilities   387  

            Total Current Liabilities   123,334  

    DEFERRED CREDITS   11,081  

    STOCKHOLDER'S EQUITY:  
      Common Stock, No Par; 1,000 Shares Authorized;  
        298 Shares Issued and  
        Outstanding as of December 31, 2003   1  
      Additional Paid-in Capital   27,034  

           Total Stockholder's Equity   27,035  

              TOTAL LIABILITIES AND  
                STOCKHOLDER'S EQUITY   $161,450  

 

The accompanying notes to financial statements are an integral part of these statements.

Exhibit 1
(Continued)

AEP CREDIT, INC.
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2003 AND 2002
(Unaudited)

1.     GENERAL:

The accompanying unaudited financial statements of AEP Credit, Inc. (the Company) should be read in conjunction with the 2002 audited annual financial statements. Certain prior-period amounts have been reclassified to conform to current-period presentation. In the opinion of management, these unaudited financial statements reflect all adjustments (consisting of only normal recurring accruals), which are necessary for a fair presentation of the results of operations for interim periods.

2.     SHORT-TERM DEBT:

The Company is currently providing low-cost financing for American Electric Power Company’s (AEP’s) electric utility operating companies through the factoring of receivables. The receivables arise primarily from the sale and delivery of electricity. On December 31, 2001, the Company entered into a sale of receivables agreement with a group of banks and commercial paper conduits. Under the sale of receivables agreement, the Company sells an interest in the receivables it acquired from its clients to the commercial paper conduits and banks and receives cash. The transaction constitutes a sale of receivables in accordance with Statement of Financial Accounting Standards No. 140, “Accounting for Transfers and Servicing of Financial Assets and Extinguishment of Liabilities,” allowing the receivables to be removed from the Company’s balance sheet. The Company has no ownership interest in the commercial paper conduits and does not consolidate the entities in accordance with accounting principles generally accepted in the United States of America.

At December 31, 2003, the Company had a $600 million commitment from the banks under the sale of receivables agreement to purchase undivided interests in the receivables from the Company, of which $385 million was outstanding. The sale of receivables agreement was amended and restated on July 25, 2003 and expires on July 23, 2004. On December 31, 2003, the average variable discount rate for the sale of accounts receivable to the conduits under the sale of receivables agreement was 1.28%. On December 31, 2003, the Company had outstanding borrowings from AEP related to funding accounts receivable purchases of $102 million at a rate of 1.83%. On December 31, 2003, the overall composite rate of funding accounts receivable purchases was 1.37%.

Any receivables eligible for sale on the Company’s books at the time of sale that are not sold are pledged as collateral for the collection of receivables sold. Additional information related to the sale of receivables is as follows:

$s in Millions
(Unaudited)
Proceeds from Sale of Accounts Receivable during   $1,177  
the 3 months ended December 31, 2003  
   
Proceeds from Sale of Accounts Receivable during   5,221  
the 12 months ended December 31, 2003  
   
Accounts Receivable Eligible for Sale and Pledged   124  
as Collateral as of December 31, 2003  
   
Deferred Revenue from Servicing Accounts Receivable   1  
as of December 31, 2003  
   
Loss on Sale of Accounts Receivable during the 3   1  
months ended December 31, 2003  
   
Loss on Sale of Accounts Receivable during the 12   7  
months ended December 31, 2003  
   
Average Variable Discount Rate to the Conduits   1.26 %
during the 3 months ended December 31, 2003  
   
Average Variable Discount Rate to the Conduits   1.33 %
during the 12 months ended December 31, 2003  

Exhibit 2

AEP CREDIT, INC.
EARNINGS COVERAGE
(in thousands, except ratios)
(Unaudited)
 
2003
October
November
December
Net Income   $284   $681   $260  
Income Taxes   12   325   38
Interest Expense/  
  Credit Line Fees   310   287   402  



Earnings   $606   $1,293   $700  



Interest Expense/   $310   $287   $402  
  Credit Line Fees  
Ratio of Earnings  
  To Fixed Charges   1.95   4.50   1.74  


CAPITAL STRUCTURE
DECEMBER 31, 2003
(in thousands)
(Unaudited)
 
Short-Term Debt (Non-Affiliated)   $-   0 %
Intercompany Loan (Short-term Debt - Affiliated)   102,207   79 %
Common Equity   27,043   21 %


Total   $129,250   100 %


 

Exhibit 2
(Continued)

CAPITAL STRUCTURE ADJUSTED FOR
ACCOUNTS RECEIVABLE SOLD TO BANKS
DECEMBER 31, 2003
(in thousands)
(Unaudited)
 
Accounts Receivable Sold to Banks   $385,000   75 %
Intercompany Loan (Short-term Debt - Affiliated)   102,207   20 %
Common Equity   27,043   5 %


Total   $514,250   100 %


Exhibit 3

AEP CREDIT, INC.
AVERAGE TWELVE-MONTH "ROLLING" ACCOUNTS RECEIVABLE BALANCES
(in thousands)
(Unaudited)
 
Twelve Months
Ended
October 31, 2003

Twelve Months
Ended
November 30, 2003

Twelve Months
Ended
December 31, 2003

AFFILIATES
APCo   $66,351   $66,365   $65,968  
CSPCo   105,738   105,126   104,087  
I&M   105,614   105,465   105,031  
KGPCo   7,531   7,539   7,489  
KPCo   28,745   28,827   28,849  
OPCo   113,986   113,669   112,932  
PSO   111,871   114,867   117,308  
SWEPCo   80,159   80,530   80,273  



Total Affiliates:   $619,995   $622,388   $621,937  



 

Exhibit 4

APPALACHIAN POWER COMPANY
DISCOUNT CALCULATION
THREE MONTHS ENDED DECEMBER 31, 2003
(Unaudited)
 
Discount
Calculation

Weighted Cost of Capital (Annualized)   0.014054
Average Days Outstanding   32.74

Weighted Cost of Capital (Average  
  Days Outstanding)   0.001260
Collection Experience Factor   0.002505
Agency Fee Rate   0.020000

Total Discount Factor   0.023765

ASSUMPTIONS
INTEREST RATE AND PURCHASE DISCOUNT   1 .3452%
RETAIL ROCE (RETURN ON COMMON EQUITY)   10 .8500%
TAX RATE   38 .0000%
DEBT RATIO   95 .0000%
EQUITY RATIO   5 .0000%

Exhibit 4
(Continued)

COLUMBUS SOUTHERN POWER COMPANY
DISCOUNT CALCULATION
THREE MONTHS ENDED DECEMBER 31, 2003
(Unaudited)
 
Discount
Calculation

Weighted Cost of Capital (Annualized)   0.014892
Average Days Outstanding   38.46

Weighted Cost of Capital (Average  
  Days Outstanding)   0.001569
Collection Experience Factor   0.006661
Agency Fee Rate   0.020000

Total Discount Factor   0.028230

ASSUMPTIONS
INTEREST RATE AND PURCHASE DISCOUNT   1.3452%
RETAIL ROCE (RETURN ON COMMON EQUITY)   12.4600%
TAX RATE   38.0000%
DEBT RATIO   95.0000%
EQUITY RATIO   5.0000%

Exhibit 4
(Continued)

INDIANA MICHIGAN POWER COMPANY
DISCOUNT CALCULATION
THREE MONTHS ENDED DECEMBER 31, 2003
(Unaudited)
Discount
Calculation
Indiana

Discount
Calculation
Michigan

Weighted Cost of Capital (Annualized)   0.014650 0.015176
Average Days Outstanding   33.74 39.18


Weighted Cost of Capital (Average  
  Days Outstanding)   0.001354 0.001629
Collection Experience Factor   0.003067 0.003034
Agency Fee Rate   0.020000 0.020000


Total Discount Factor   0.024421 0.024663


 
ASSUMPTIONS
INTEREST RATE   1.3452% 1.3452%
RETAIL ROCE (RETURN ON COMMON EQUITY)   12.0000% 13.0000%
TAX RATE   38.0000% 38.0000%
DEBT RATIO   95.0000% 95.0000%
EQUITY RATIO   5.0000% 5.0000%

Exhibit 4
(Continued)

KINGSPORT
DISCOUNT CALCULATION
THREE MONTHS ENDED DECEMBER 31, 2003
(Unaudited)
 
Discount
Calculation

Weighted Cost of Capital (Annualized)   0.014650
Average Days Outstanding   32.21

Weighted Cost of Capital (Average  
  Days Outstanding)   0.001293
Collection Experience Factor   0.003131
Agency Fee Rate   0.020000

Total Discount Factor   0.024424

ASSUMPTIONS
INTEREST RATE AND PURCHASE DISCOUNT   1.3452%
RETAIL ROCE (RETURN ON COMMON EQUITY)   12.0000%
TAX RATE   38.0000%
DEBT RATIO   95.0000%
EQUITY RATIO   5.0000%

  Exhibit 4
(Continued)

KENTUCKY POWER COMPANY
DISCOUNT CALCULATION
THREE MONTHS ENDED DECEMBER 31, 2003
(Unaudited)
 
Discount
Calculation

Weighted Cost of Capital (Annualized)   0.014387
Average Days Outstanding   36.14

Weighted Cost of Capital (Average  
  Days Outstanding)   0.001425
Collection Experience Factor   0.005575
Agency Fee Rate   0.020000

Total Discount Factor   0.027000

ASSUMPTIONS
INTEREST RATE AND PURCHASE DISCOUNT   1.3452%
RETAIL ROCE (RETURN ON COMMON EQUITY)   11.5000%
TAX RATE   38.0000%
DEBT RATIO   95.0000%
EQUITY RATIO   5.0000%

Exhibit 4
(Continued)

OHIO POWER COMPANY
DISCOUNT CALCULATION
THREE MONTHS ENDED DECEMBER 31, 2003
(Unaudited)
 
Discount
Calculation

Weighted Cost of Capital (Annualized)   0.015077
Outstanding   34.36

Weighted Cost of Capital (Average Days Outstanding)   0.001419
Collection Experience Factor   0.004923
Agency Fee Rate   0.020000

Total Discount Factor   0.026342

ASSUMPTIONS
INTEREST RATE AND PURCHASE DISCOUNT   1 .3452%
RETAIL ROCE (RETURN ON COMMON EQUITY)   12 .8100%
TAX RATE   38 .0000%
DEBT RATIO   95 .0000%
EQUITY RATIO   5 .0000%

Exhibit 4
(Continued)

PUBLIC SERVICE COMPANY OF OKLAHOMA
DISCOUNT CALCULATION
THREE MONTHS ENDED DECEMBER 31, 2003
(Unaudited)
 
Discount
Calculation

Weighted Cost of Capital (Annualized)   0.014124
Average Days Outstanding   52.09

Weighted Cost of Capital (Average  
  Days Outstanding)   0.002016
Collection Experience Factor   0.003363
Agency Fee Rate   0.020000

Total Discount Factor   0.025379

ASSUMPTIONS
INTEREST RATE AND PURCHASE DISCOUNT   1.3452%
RETAIL ROCE (RETURN ON COMMON EQUITY)   11.0000%
TAX RATE   38.0000%
DEBT RATIO   95.0000%
EQUITY RATIO   5.0000%

Exhibit 4
(Continued)

SOUTHWESTERN ELECTRIC POWER COMPANY
DISCOUNT CALCULATION
THREE MONTHS ENDED DECEMBER 31, 2003
(Unaudited)
 
Discount
Calculation
Arkansas

Discount
Calculation
Louisiana

Discount
Calculation
Texas

Weighted Cost of Capital (Annualized)   0.013993 0.014177 0.016596
Average Days Outstanding   38.98 46.29 38.75



Weighted Cost of Capital (Average  
  Days Outstanding)   0.001494 0.001798 0.001762
Collection Experience Factor   0.003280 0.003787 0.003016
Agency Fee Rate   0.020000 0.020000 0.020000



Total Discount Factor   0.024774 0.025585 0.024778



ASSUMPTIONS
INTEREST RATE AND PUCHASE DISCOUNT   1.3452% 1.3452% 1.3452%
RETAIL ROCE (RETURN ON COMMON EQUITY)   10.7500% 11.1000% 15.7000%
TAX RATE   38.0000% 38.0000% 38.0000%
DEBT RATIO   95.0000% 95.0000% 95.0000%
EQUITY RATIO   5.0000% 5.0000% 5.0000%

Exhibit 5

AEP CREDIT, INC.
AFFILIATED COMPANIES
FACTORING EXPENSE SAVINGS
THREE MONTHS ENDED DECEMBER 31, 2003
(in thousands)
(Unaudited)
 
20%
EQUITY

5%
EQUITY

SAVINGS
AFFILIATES
APCo   $676   $322   $354  
CSPCo   1,277   580   697  
I&M   1,262   578   684  
KGPCo   84   39   45  
KPCo   340   160   180  
OPCo   1,418   638   780  
PSO   1,462   693   769  
SWEPCo   1,038   468   570  



Total Affiliates:   $7,557   $3,478   $4,079  



Exhibit 6

State regulatory commission decisions or analysis addressing the effect of the factoring of AEP System accounts receivable rates which were issued during the period October 1, 2003 through December 31, 2003:

None

Exhibit 7

AEP CREDIT, INC.

FINANCIAL STATEMENTS

AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2002 AND 2001

TOGETHER WITH INDEPENDENT AUDITORS’ REPORT








Exhibit 7
(Continued)

INDEPENDENT AUDITORS’ REPORT

To the Board of Directors of AEP Credit, Inc.:

We have audited the accompanying balance sheets of AEP Credit, Inc. (the “Company”) as of December 31, 2002 and 2001 and the related statements of income, stockholder’s equity and cash flows for the years then ended. 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 auditing standards generally accepted in the United States of America. 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 financial statements present fairly, in all material respects, the financial position of AEP Credit, Inc. as of December 31, 2002 and 2001 and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP



Columbus, Ohio
February 14, 2003

Exhibit 7
(Continued)

AEP CREDIT, INC.
STATEMENTS OF INCOME
FOR THE YEARS ENDED DECEMBER 31, 2002 AND 2001
(in thousands)
 
2002
2001
OPERATING REVENUES   $59,114   $172,720  
OPERATING EXPENSES:  
   Interest   1,002   57,425  
   Provision for Bad Debts   36,661   57,771  
   Loss on Sale of Accounts Receivable   4,060   7,611  
   Credit Line Fees   2,763   4,945  
   General and Administrative   989   1,960  


          Total Operating Expenses   45,475   129,712  


OPERATING INCOME   13,639   43,008  
OTHER INCOME:  
  Interest Income   9   4  


INCOME BEFORE INCOME TAXES   13,648   43,012  


INCOME TAX EXPENSE (CREDIT):  
  Current   6,991   14,466  
  Deferred   (1,651 ) 1,341  


          Total Income Taxes   5,340   15,807  


NET INCOME   $8,308   $27,205  


The accompanying notes to financial statements are an integral part of these statements.

Exhibit 7
(Continued)

AEP CREDIT, INC.
BALANCE SHEETS
AS OF DECEMBER 31, 2002 AND 2001
(in thousands)
 
2002
2001
ASSETS      
CURRENT ASSETS:  
 Retained Interest in Accounts Receivable Sold   $92,463   $161,357  
 Unsold Accounts Receivable - Affiliated   35,468   73,354  
 Unsold Accounts Receivable - Nonaffiliated   --   49,273  
 Allowance For Uncollectible Accounts Retained   (16,967 ) (17,578 )


        Total Accounts Receivable   110,964   266,406  


OTHER ASSETS:  
  Deferred Income Taxes   9,392   7,741  
  Other   --   663  


        Total Other Assets   9,392   8,404  


          TOTAL ASSETS   $120,356   $274,810  


LIABILITIES AND STOCKHOLDER'S EQUITY  
CURRENT LIABILITIES:  
  Short-term Debt - Affiliated   $42,422   $63,662  
  Accounts Payable - Affiliated   3,539   2,426  
  Accounts Payable - Nonaffiliated   29,158   90,929  
  Unearned Revenue   1,712   8,319  
  Other Liabilities   3,668   17,313  


        Total Current Liabilities   80,499   182,649  


DEFERRED CREDITS:   11,630   26,583  


STOCKHOLDER'S EQUITY:  
  Common Stock, No Par; 1,000 Shares Authorized;  
    294 Shares and 298 Shares Issued and  
    Outstanding as of December 31, 2002 and as  
    of December 31, 2001   1   1  
  Additional Paid-in Capital   28,226   65,577  


        Total Stockholder's Equity   28,227   65,578  


          TOTAL LIABILITIES AND  
            STOCKHOLDER'S EQUITY   $120,356   $274,810  


The accompanying notes to financial statements are an integral part of these statements.

Exhibit 7
(Continued)

AEP CREDIT, INC.
STATEMENTS OF STOCKHOLDER'S EQUITY
FOR THE YEARS ENDED DECEMBER 31, 2002 AND 2001
(in thousands)
 
Common
Stock

Additional
Paid-In
Capital

Retained
Earnings

Total
Stockholder's
Equity

BALANCE DECEMBER 31, 2000   $1   $94,400   $ --   $94,401  
Net Contributions (Return)  
 of Capital   --   (28,823 ) --   (28,823 )
Net Income   --   --   27,205   27,205  
Common Stock Dividends   --   --   (27,205 ) (27,205 )




BALANCE DECEMBER 31, 2001   $1   $65,577   $ --   $65,578  
Net Contributions (Return)  
 of Capital   --   (37,351 ) --   (37,351 )
Net Income   --   --   8,308   8,308  
Common Stock Dividends   --   --   (8,308 ) (8,308 )




BALANCE DECEMBER 31, 2002   $1   $28,226   $ --   $28,227  




Exhibit 7
(Continued)

The accompanying notes to financial statements are an integral part of these statements.

AEP CREDIT, INC.
STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2002 AND 2001
(in thousands)
 
2002
2001
OPERATING ACTIVITIES:      
 Net Income   $8,308   $27,205  
  Adjustments to Reconcile Net Income  
   to Net Cash Flows From  
   Operating Activities:  
     Loss on Sale of Accounts Receivable   4,060   7,611  
     Changes in Assets and Liabilities:  
        Accounts Receivable   151,382   1,065,607  
        Deferred Income Taxes   (1,651 ) 1,341  
        Deferred Credits   (14,953 ) (632 )
        Accounts Payable - Affiliated   1,113   2,199  
        Accounts Payable - Nonaffiliated   (61,771 ) 90,929  
        Unearned Revenue   (6,607 ) 2,488  
        Other Assets   663   4,109  
        Other Liabilities   (4,524 ) 4,818  


          Net Cash Flows From  
            Operating Activities   76,020   1,205,675  


FINANCING ACTIVITIES:  
  Capital Contribution   51,264   202,997  
  Return of Capital   (88,615 ) (231,820 )
  Change in Short-term Debt   (21,240 ) (1,157,286 )
  Payment of Dividends   (17,429 ) (19,566 )


          Net Cash Flows Used For  
            Financing Activities   (76,020 ) (1,205,675 )


CHANGE IN CASH AND CASH EQUIVALENTS   --   --  


CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR   --   --  


CASH AND CASH EQUIVALENTS, END OF YEAR   $-   $-  


SUPPLEMENTARY INFORMATION:  
  Cash Paid for Interest   $3,418   $51,341  


  Cash Paid for Income Taxes   $9,458   $10,679  


 

The accompanying notes to financial statements are an integral part of these statements.

Exhibit 7
(Continued)

AEP CREDIT, INC.

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2002 AND 2001

1.     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

Organization

AEP Credit, Inc. (AEP Credit or the Company) is a wholly owned subsidiary of AEP Utilities Inc., formerly known as Central and South West Corporation (CSW), and an indirect subsidiary of American Electric Power Company, Inc. (AEP or Parent Company) and was originally formed to purchase without recourse, accounts receivable from affiliated domestic electric utilities to reduce working capital requirements. In addition, because the Company’s capital structure is more leveraged than that of the affiliated domestic electric utilities, AEP’s overall cost of capital is lower. Subsequent to its formation, the Company purchased, without recourse, accounts receivable from certain non-affiliated utility companies. In January 2002, the Company ceased purchasing accounts receivable from non-affiliated electric utilities. Significant accounting policies are summarized below:

Revenue Recognition

Revenues are generally recorded for the difference between the face amount of the receivables purchased and the purchase price after providing for an allowance for doubtful accounts and deferred agency fee revenue.

Allowance for Doubtful Accounts

The Company maintains an allowance for doubtful accounts at a level which reflects the amount of receivables not reasonably expected to be collected. The allowance is determined principally on the basis of collection experience. Receivables are written off when they are determined to be uncollectible.

Retained Interest in Accounts Receivable Sold

AEP Credit maintains a retained interest in the accounts receivable sold. This interest is then pledged as collateral for the collection of the receivables sold.

At the end of each weekly collection period, the aggregate cash collections from accounts receivable are allocated first to pay the commercial paper conduits and banks for receivables previously sold to third parties. If the amount of cash required to make the above payments exceeds the amount collected during the period, the shortfall is paid by AEP Credit. If the cash collected during the period exceeds the amount necessary for the above payments, the excess is credited against the retained interest in accounts receivable sold. AEP Credit’s retained interest represents the amount of cash it expects to receive on receivables previously sold less an allowance for anticipated uncollectible accounts.

At December 31, 2002 and 2001, the fair value of the retained interest is recorded at fair value based upon the value of the underlying accounts receivable.

Federal Income Taxes

The Company joins in the filing of a consolidated federal income tax return with their affiliated companies in the American Electric Power System, an integrated electric utility system, owned and operated by AEP’s electric utility subsidiaries, (AEP System). The allocation of the AEP System’s

current consolidated federal income tax to the System companies is in accordance with Securities and Exchange Commission (SEC) rules under the Public Utility Holding Company Act of 1935. 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 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. Federal income tax expense resulted in an effective rate of 39% for 2002 and 37% for 2001.

Deferred income taxes resulted primarily from the differences between book and tax deductions for bad debt expense. The Company also recognizes the tax benefit of operating losses allocated by the Parent Company to AEP Credit. The Internal Revenue Code provides for tax deductions for bad debts when they are charged off.

Related Party Transactions

American Electric Power Service Corporation (AEPSC), a wholly owned subsidiary of AEP, provides administrative services to the Company and is reimbursed for the cost of such services. These services were provided at a cost of $766,000 in 2002 and $1,792,000 in 2001.

Fair Value of Accounts Receivable and Short-term Debt

The fair value of accounts receivable and short-term debt approximates the carrying amount as stated on the balance sheets because of the short maturity of those instruments.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses reported in the accompanying financial statements. The estimates and assumptions used in the accompanying financial statements are based upon management’s evaluation of the relevant facts and circumstances as of the date of the financial statements. Actual results could differ from those estimates.

Reclassification

Certain amounts in the prior year financial statements have been reclassified to conform to the 2002 presentation.

2.     REGULATION:

The Company is subject to regulation by the SEC under the Public Utility Holding Company Act of 1935, as amended. The SEC has approved the Company’s method of calculating the discount associated with the purchase of AEP subsidiary companies’ accounts receivable.

3.     SHORT-TERM DEBT:

On May 30, 2001, AEP Credit ceased issuing commercial paper and allowed its $2 billion unsecured revolving credit facility to mature. Funding needs were replaced by a $1.5 billion variable funding note, which, in turn, was terminated on December 31, 2001 when AEP Credit entered into a sale of receivables agreement with a group of banks and commercial paper conduits. Under the sale of receivables agreement, which expires May 28, 2003, AEP

Credit sells an interest in the receivables it acquires to the commercial paper conduits and banks and receives cash. This transaction constitutes a sale of receivables in accordance with Statement of Financial Accounting Standards No. 140, “Accounting for transfers and servicing of financial assets and extinguishment of liabilities” (SFAS 140). SFAS 140 allows the receivables to be taken off of AEP Credit’s balance sheet and allows AEP Credit to repay any debt obligations. AEP has no ownership interest in the commercial paper conduits and does not consolidate these entities in accordance with U.S. GAAP. The Company continues to service the receivables. This off-balance sheet transaction was entered into to allow AEP credit to repay its outstanding debt obligations, continue to purchase the AEP operating companies’ receivables, and accelerate its cash collections.

The sale of receivables agreement provided that the banks and commercial paper conduits would purchase a maximum of $600 million of receivables from AEP Credit, of which $454 million was outstanding at December 31, 2002. As collections from receivables sold occur and are remitted, the outstanding balance for sold receivables is reduced and as new receivables are sold, the outstanding balance of sold receivables increases. During 2002, all of the receivables sold represented affiliate receivables. The commitment’s new term under the sale of receivables agreement will remain at $600 million until May 28, 2003. AEP Credit maintains a retained interest in the receivables sold and this interest is pledged as collateral for the collection of the receivables sold. The fair value of the retained interest is based on book value due to the short-term nature of the accounts receivables less an allowance for anticipated uncollectible accounts.

Comparative accounts receivable information for AEP Credit:

Year Ended December 31,
(in millions, except percentages)
 
2002
2001
Proceeds from Sale of      
 Accounts Receivable   $5,513   $1,134  
   
Accounts Receivable  
 Retained Interest Less  
  Uncollectible Accounts  
  and Amounts Pledged  
  as Collateral   75   143  
   
Deferred Revenue from  
 Servicing Accounts  
 Receivable   1   5  
   
Loss on Sale of Accounts  
 Receivable   4   8  
   
Average Variable  
 Discount Rate   1.92 % 2.28 %
   
Retained Interest if 10%  
 Adverse Change in  
 Uncollectible Accounts *   74   142  
   
Retained Interest if 20%  
 Adverse Change in  
 Uncollectible Accounts *   72   140  

* These sensitivities are hypothetical and should be used with caution. As the figures indicate, changes in fair value based on a 10 percent variation in assumptions generally cannot be extrapolated because the relationship of the change in assumption to the change in fair value may not be linear. Also, in this table, the effect of a variation in a particular assumption on the fair value of the retained interest is calculated without changing any other assumption; in reality, changes in one factor may result in changes in another

(for example, increases in market interest rates may result in lower prepayments and increased credit losses), which might magnify or counteract the sensitivities

Additional accounts receivable information for AEP Credit:

Face Value
Year Ended December 31,
(in millions)
   
2002
2001
Retained Interest in Accounts Receivable Sold   $92   $161  
Unsold Accounts Receivable   36   123  
Allowance for Uncollectible Accounts Retained   (17 ) (18 )


         Total Net Balance Sheet Accounts Receivable   111   266  
Customer Accounts Receivable Sold (Affiliate)   454   560  
Customer Accounts Receivable Sold (Non-Affiliate)   --   485  


         Total Accounts Receivable managed   $565   $1,311  


Net Uncollectible Accounts Written off for the Year Ended  
  December 31   $37   $62  


 

4.     TERMINATION OF PURCHASE AGREEMENTS IN 2002:

AEP Credit purchases accounts receivable through purchase agreements with affiliated companies and, until the first quarter of 2002, with non-affiliated companies. As a result of the restructuring of electric utilities in the State of Texas, the purchase agreement between AEP Credit and Reliant Energy, Incorporated was terminated as of January 25, 2002 and the purchase agreement between AEP Credit and Texas-New Mexico Power Company, the last remaining non-affiliated company, was terminated on February 7, 2002. In addition, the purchase agreements between AEP Credit and its Texas affiliates AEP Texas Central Company (formerly Central Power and Light Company) and AEP Texas North Company (formerly West Texas Utilities Company) were terminated effective March 20, 2002.

   5.     TERMINATION OF FACTORING AGREEMENT:

AEP Credit recorded a gain of $20 million in December 2001 due to the termination of a factoring agreement with an unaffiliated company. The $20 million payment to AEP Credit was made in December 2001.

Exhibit 8

AEP CREDIT, INC.
CHART OF ACCOUNTS
Standard Accounts - Quick Reference
BALANCE SHEET ACCOUNTS (1310-2831)
Description
Account Number
       Assets      
Cash   1310.XXX  
       Cash   1310.000  
Temporary Cash Investments   1360.XXX  
       Temporary Investments   1360.000  
Customer Accounts Receivable   1420.XXX  
       Residual A/R Affiliated   1420.036  
       Contra A/R Affiliated   1420.037  
Other Accounts Receivable   1430.XXX  
       Residual A/R Non-Affiliated   1430.059  
       Contra A/R Non-Affiliated   1430.060  
Accumulated Provision for Uncollectible Accounts - Cr   1440.XXX  
       Uncollectible Accounts-Other Receivables   1440.002  
Accounts Receivable from Associated Companies   1460.XXX  
       A/R - Associated Co - InterUnit G/L   1460.001  
          A/R - Associated Co - InterUnit A/P   1460.009  
          Factored A/R - Billed   1460.022  
          Factored A/R - Unbilled   1460.023  
Prepayments   1650.XXX  
       Prepaid Insurance   1650.001  
       Other Prepayments   1650.006  
   
       Liabilities  
Common Stock Issued   2010.XXX  
       Common Stock Issued-Affiliated   2010.000  
Donations Received from Stockholders   2080.XXX  
       Donations Received from Stockholders   2080.000  
Unappropriated Retained Earnings   2160.XXX  
       Unappropriated Retained Earnings-Unrestricted   2160.001  
Notes Payable   2310.XXX  
       Notes   2310.001  
Accounts Payable   2320.XXX  
          AEP CREDIT Payable to Banks   2320.065  
Notes Payable to Associated Companies   2330.XXX  
          Corp Borrow Program (NP-Assoc)   2330.000  
Accounts Payable to Associated Companies   2340.XXX  
          A/P Associated Co - InterUnit G/L   2340.001  
       A/P Associated Co - Intercompany   2340.027  
       Factored-A/R Charge-Off Limit Fee   2340.028  
       A/P Associated Co - AEPSC Bills   2340.029  
       A/P Associated Co - InterUnit A/P   2340.030  
Taxes Accrued   2360.XXX  
       Federal Income Tax   2360.001  
       State Income Taxes   2360.002  
         State Franchise Taxes   2360.012  
Interest Accrued   2370.XXX  
       Interest Accrued-Lines of Credit   2370.008  

Exhibit 8
(Continued)

AEP CREDIT, INC.
CHART OF ACCOUNTS
Standard Accounts - Quick Reference
INCOME STATEMENT ACCOUNTS (4082-9302)
 
Description
Account Number
       Revenues      
Interest and Dividend Income   4190.XXX  
       Interest Income   4190.002  
Miscellaneous Service Revenues   4510.XXX  
       Misc Service Rev -Revenue Recognition-Assoc   4510.013  
       Misc Service Rev - Bad Debt - Assoc   4510.015  
       Misc Service Rev - Agency Fee - Assoc   4510.016  
       Misc Service Rev - Carrying Cost-Assoc   4510.017  
       Misc Service Rev-Credit Line Fee - Assoc   4510.018  
       Misc Service Rev-Rev Recognition-NonAssoc   4510.020  
       Misc Service Rev - Bad Debt - NonAssoc   4510.022  
       Misc Service Rev - Agency Fee - NonAssoc   4510.023  
       Misc Service Rev - Carrying Cost - NonAssoc   4510.024  
       Misc Service Rev - Credit Line Fee - NonAssoc   4510.025  
       Expenses  
Taxes Other than Income Taxes - Other Income and Deductions   4082.XXX  
       State Franchise Taxes   4082.008  
Income Taxes - Utility Operating Income   4091.XXX  
       Income Taxes, UOI - Federal   4091.001  
Income Taxes - Other Income and Deductions   4092.XXX  
          Inc Tax, Other Inc and Ded - State   4092.002  
Provision for Deferred Income Taxes - Utility Operating Income   4101.XXX  
          Prov Def I/T Util Op Inc-Fed   4101.001  
Interest on Debt to Associated Companies   4300.XXX  
       Interest to Assoc Co - Money Pool   4300.003  
Other Interest Expense   4310.XXX  
       Lines of Credit   4310.007  
Uncollectible Accounts   9040.XXX  
       Uncollectible Accounts   9040.000  
Office Supplies and Expenses   9210.XXX  
          Off Supplies and Expenses - NonAssoc   9210.001  
Outside Services Employed   9230.XXX  
       Outside Services Employed - NonAssoc   9230.001  
       AEPSC Billed to Client Co   9230.003  
Miscellaneous General Expenses   9302.XXX  
       Miscellaneous General Expense   9302.000  
       Corporate and Fiscal Expenses   9302.003  
       Loss on Sale of A/R   9302.015  

Exhibit 8
(Continued)

AEP CREDIT, INC.

ACCOUNTING SYSTEM PROCEDURES



INTRODUCTION

AEP Credit, Inc. (AEP Credit), a wholly owned subsidiary of AEP Utilities, Inc. (formerly Central and South West Corporation), and an indirect subsidiary of AEP was formed for the purpose of providing a low-cost financing source for utilities through factoring utility accounts receivable (receivables). AEP Credit purchases receivables at a discount enabling its customers to collect their money the same day they deliver its utility service.

Each company selling (factoring) its receivables to AEP Credit has executed a “Purchase Agreement” and an “Agency Agreement” which outlines how the basic transactions take place. The Purchase Agreement and Agency Agreement may be terminated by either party upon 30 days written notice to the other party.

AEP Credit’s affiliated customers are Appalachian Power Company (APCo), Columbus Southern Power Company (CSPCo), Indiana Michigan Power Company (I&M), Ohio Power Company (OPCo), Kentucky Power Company (KPCo), Kingsport Power Company (KGPCo), Public Service Company of Oklahoma (PSO), and Southwestern Electric Power Company (SWEPCo). The customers are individually known as “Seller” and collectively known as “Sellers.”

AEP Credit is authorized to purchase, without recourse, certain receivables arising from the sale and delivery of electricity, gas and other related services in the Seller’s ordinary course of business. The price AEP Credit pays the Seller for the receivables is the dollar amount of receivables less a discount (purchase price). The determination of the discount is based upon AEP Credit’s cost of financing, the Seller’s collection experience and an agency fee.

The Seller has agreed through the Agency Agreement to service, administer and collect such receivables on behalf of AEP Credit. As long as the Seller acts as the agent, AEP Credit agrees to pay the Seller an agent collection fee. Payment of the agent collection fee shall be made simultaneously with collections, by deducting the fee from funds owed to AEP Credit for receivables collected.

The data received from the Seller must be accurate and timely received. Any delays or inaccurate information affects the cash exchanged between the Seller and AEP Credit; therefore, it is critical to AEP Credit’s operation that the Seller provide accurate and timely information. The Seller has also agreed to maintain individual customer records that support the factored receivables and the collection of those receivables. These records are available to AEP Credit for examination and analysis.

The following procedures outline the transactions that take place and the accounting for these transactions. The detailed sections describe procedures for AEP Credit as performed by American Electric Power Service Corporation (AEPSC), AEPSC Treasury-Cash Management (AEPSC Cash Management), Accounting, AEPSC Regulatory Reporting and the Sellers. As required by Securities Exchange Commission (SEC) Order, AEP Credit utilizes the excess capacity of AEPSC employees to handle its operations.

INITIAL TRANSACTION


The initial transaction between AEP Credit and the Seller is based on the receivables and allowance for bad debts recorded on the Seller’s books at an agreed upon date. The amount of receivables purchased by AEP Credit is determined by applying the carrying cost portion and agency fee portion of the discount rate factor to the balance of receivables less the balance of the allowance for bad debts. AEP Credit will remit the net transaction amount to the Seller on the initial transaction date by wire transfer. AEP Credit records on its books the amount of gross receivables and the allowance for bad debts.

DAILY TRANSACTIONS

Information Received From Sellers

Automated Billings

These are the amounts of gross receivables billed by the Seller each day. This information is provided by state jurisdiction and further broken down by retail and wholesale designation. The information is provided the morning after the actual billing date. The discounts and purchase price are calculated and verified with the Seller.

Automated Collections

These amounts include all collections of receivables and billing adjustments that change the amounts due from customers. This information is provided by state jurisdiction and further broken down by retail and wholesale designation. The information is provided the morning after the collections are processed. The collections are subtracted from the purchase price to determine the net cash transaction for the day and the balance of purchased receivables.

Unbilled Revenues & Estimated Billings Sold

Unbilled revenues represent receivables created by the delivery of electricity to customers which the customer is legally obligated to pay, and is recorded on the customer’s meter but has not yet been billed by the Seller. AEP Credit purchases both billed and unbilled receivables as stipulated in the Purchase Agreement.

AEP Credit’s approach to purchasing unbilled revenues is to purchase on a daily basis a portion of all billing cycles for an upcoming month. When the actual cycle billing occurs, an adjustment is made to that day’s transaction for the difference between the amount previously purchased for that cycle and the actual billing. Estimates of unbilled revenues are based upon the Seller’s projected billings and historical cycle billings adjusted for any known changes.

Manual Adjustments

Manual adjustments are periodically necessary to correct previous transactions. These adjustments are timely reported to AEP Credit. These amounts are included with the items discussed above in the determination of the purchase price and the net cash transaction for the current day’s transaction.

Daily Procedures Performed by AEPSC Cash Management

Determination of Face Amount Purchased

The dollar amount of receivables purchased by AEP Credit from the Seller is known as the “face amount purchased.” The face amount purchased consists of the Seller’s daily cycle billings plus daily unbilled revenues minus unbilled revenues previously purchased for the current day’s billing cycle.

Determination of Discount Rate

The purchase price AEP Credit pays to the Seller is the face amount purchased, reduced by the discount rate. The discount taken compensates AEP Credit for costs associated with financing and recovering receivables purchased without recourse. Three components determine the discount rate:

  • carrying cost component
  • collection experience component
  • agency fee component

Each of these components is described below.

Carrying Cost Component

The carrying cost component compensates AEP Credit for its cost of carrying the receivables it purchases. For purposes of calculating this portion of the discount, AEP Credit assumes certain debt and equity ratios for each Seller, currently as follows:

Seller
Debt
Equity
Affiliated Companies   95 % 5 %

The calculation of this component consists of three factors:

  • Debt factor — Compensates AEP Credit for its interest cost in obtaining funding from external sources. The calculation consists of multiplying the daily interest cost incurred by AEP Credit by the appropriate debt ratios.
  • Equity factor — Provides a return to AEP Credit for the equity that is provided by AEP Utilities, Inc. The calculation consists of multiplying the allowed return on equity by the appropriate equity ratios and then dividing by the tax effect (1 — tax rate) to allow for income taxes. The return on equity that the SEC allows for the purchase of retail receivables is based on the allowed equity returns of the Seller as approved by its respective state commission. For affiliated wholesale receivables, the SEC allows AEP Credit a return on equity equal to the weighted average retail returns on equity for the affiliate companies.
  • Average days outstanding factor — Average days outstanding are computed for each state jurisdiction and further broken down by retail and wholesale designation. The average days outstanding is calculated and reset monthly on the fifth business day by dividing the average daily balance of outstanding receivables by average receivables purchased per day, based on the previous month’s transactions.

The carrying cost component is determined by adding the debt factor and the equity factor to determine the overall annual carrying cost charge. This annual carrying cost charge is divided by 360 to get a daily rate which is then multiplied by the average days outstanding factor to determine the carrying cost component.

Collection Experience Component

The collection experience component compensates AEP Credit for uncollectible receivables and is calculated and reset monthly on the fifth business day. The component is calculated by dividing the net amount of receivables charged-off over the last 12 months by the amount of receivables purchased for the same time period. The net amount of receivables charged-off is the dollar amount charged-off as uncollectible less any recoveries previously charged-off plus an excess of 90-day past due receivables (90-day surcharge). The 90-day surcharge penalizes the Seller’s failure to charge-off a receivable by adding excessive aged accounts to the collection experience factoring rate.

Agency Fee Component

The agency fee component provides AEP Credit with additional protection from excessive charge-offs. At the time receivables are purchased, 2% of the face amount purchased is withheld from the Seller until collection. Upon collection of the receivables, AEP Credit returns the 2% held back to the Seller. If the Seller’s net charge-offs become excessive, the portion of the net monthly charge-off that exceeds the charge-off limit will be withheld for 12 months. The charge-off limit is 1% of the sum of the last 12 months’ collections divided by 12.

Daily Transactions Summary

The face amount purchased from the Seller is multiplied by the discount rate to get the discount amount. The total discount amount is subtracted from the total face amount purchased resulting in the price AEP Credit pays the Seller for the receivables. The amount collected from the customers is subtracted from the purchase price to get the net cash transaction for the day.

The amount billed, purchase price, amount collected and net cash transactions are confirmed with the Seller. The net cash transactions are then authorized to be wire transferred between the bank accounts of the Seller and AEP Credit. Cash transactions are netted to avoid multiple daily wires between AEP Credit and the Seller.

OTHER TRANSACTIONS

Determination of Carrying Cost Variance Payment

On the fifth business day of each month, the charges assessed the Seller are adjusted through the Carrying Cost Variance Payment. At month-end AEP Credit calculates the carrying cost revenue that is recognized for the current month and compares it to the incurred service fee. The service fee is calculated by multiplying the daily outstanding receivables balances by the daily financing rate incurred by AEP Credit.

If the carrying cost revenue recognized is greater than the service fee, AEP Credit owes the Seller the excess carrying cost revenue collected. If the carrying cost revenue recognized is less than the service fee, the Seller owes AEP Credit additional carrying cost revenue. This transaction takes place on the fifth business day of each month along with the change to the average days outstanding factor and the collection experience component.

MONTHLY ACCOUNTING

Monthly accounting for AEP Credit is done by AEPSC Accounting. Accounting is based on information received primarily from AEPSC Cash Management.

Information From AEPSC Cash Management

Monthly Summary of Daily Factoring Transactions

These summaries include daily gross receivables purchased, the purchase price, discounts, collections and the daily receivables balance for each Seller by state jurisdiction and further broken down by retail and wholesale designation. Also included are cash transactions.

Allocation Factors

AEPSC Cash Management also calculates allocation factors based on average receivables balances for each Seller during the month by state jurisdiction and further broken down by retail and wholesale designation as a percentage of the total of all balances held by AEP Credit. Allocation factors are used to allocate interest expense, interest income, legal fees and other transactions not allocable to a specific Seller.

Unearned Revenues

The discount factor applied to receivables includes a carrying cost for an assumed number of days until collection (average days outstanding). A part of the carrying cost associated with receivables factored toward month-end will not be actually incurred by AEP Credit until the following month. This creates a mismatch between current month carrying cost revenues and carrying cost expenses. Therefore, AEP Credit defers a portion of the carrying cost discount as unearned discount revenues.

The calculation of unearned discount revenues is done at the end of the month by AEPSC Cash Management for each Seller and provided to AEPSC Accounting. This information is also provided to the Seller, which recognizes the amount as prepaid factoring costs.

Bad Debt Write-offs and Collections

Pursuant to the Agency Agreement, the Seller uses its best efforts in processing and collecting factored receivables as an agent for AEP Credit. The Seller is empowered, as necessary, to employ collection agencies or other third parties to collect delinquent receivables.

Each month, the Seller recommends to AEP Credit the amount of retail and wholesale receivables by state jurisdiction to be written-off as uncollectible. Also, each month any amounts collected on accounts previously written-off are reported by the Seller. The amount recovered is netted against the gross write-offs for the month when determining the collection experience component and when booking bad debts.

Explanation of any Manual Adjustments

At the end of the month, AEPSC Cash Management provides AEPSC Accounting with copies of all pertinent information explaining any unusual manual adjustments made during the month.

Summary of Cash Transactions

These summaries include all daily cash receipts and disbursements along with daily balances that have been verified to the bank balances. These summaries provide additional information on actual cash receipts and disbursements for the preparation of any necessary journals.

Interest and Other Accruals

AEPSC Cash Management calculates and provides to AEPSC Accounting the amount of interest expense, credit line fees, prepaid interest, interest income and any other costs associated with short-term borrowings and investments to be recorded during the month.

Capitalization Balances

Daily balances of short-term borrowings and AEP Utilities, Inc. equity are maintained by AEPSC Cash Management. This information is used to ensure that stipulated equity requirements are being met and all related equity transactions are properly recorded on the accounting records.

Miscellaneous Cash Items

AEPSC Cash Management provides details on any change in cash procedures that affect transactions that should be reflected in the monthly financial statements.

Information From Other Sources

Although most of the information needed monthly by AEPSC Accounting is provided by AEPSC Cash Management, some information is obtained from other sources as necessary. Two primary examples are the service billings from AEPSC provided by AEPSC Accounting, and the franchise tax and income tax information, including accruals, estimates and payments provided by the AEPSC Tax Department.

Preparation of Monthly Summary and Journal Entries

Each month AEPSC Accounting prepares all journal entries from the information received and enters all journal entries into the general ledger system. Recurring journal entries are listed below.

Journal
Entry

Journal Entry
Description

2_PSO   Public Service Company of Oklahoma Monthly Activity  
3_SEP   Southwestern Electric Power Company Monthly Activity  
5_APCo   Appalachian Power Monthly Activity  
7_CSPCo   Columbus Southern Power Monthly Activity  
9_BDCO   Bad Debt Charge-Offs  
10_EQUITY   Net Change in Equity  
(system generated)   Short-Term Debt and Interest Expense/Payment  
(system generated)   AEPSC Monthly Billing to Affiliates  
15_REVREC   Accrue Revenue Recognition Adjustment  
17_CLFEE   Credit Line Fees Expense  
(system generated)   Record Tax Accrual  
(system generated)   Record Tax Payment  
(system generated)   Record Dividend Payment to AEP Utilities, Inc.  
21_DIVACC   Record Dividend Accrual to AEP Utilities, Inc.  
22_TAX   Record Federal Income Tax Expense  
(system generated)   Record AEPSC Invoice Payment  
(system generated)   Record Credit Line Fees Payment  
29_CCVP   Accrue Carrying Cost Variance Payment  
30_AGENCY   2% Bad Debt Charge-Offs  
34_IMP   Indiana-Michigan Power Monthly Activity  
35_KPCo   Kentucky Power Monthly Activity  
36_OPCo   Ohio Power Monthly Activity  
37_KGP   Kingsport Power Monthly Activity  
40_FACFEE   Facility Fees Payment  
46_ARSALE   Record Sale of A/R to Outside Conduits  

Other non-recurring journal entries are prepared as necessary.

After journal entries have been entered into the general ledger system, a trial balance is generated and reviewed by AEPSC Accounting and AEPSC Cash Management. Discrepancies, if any, are generally resolved during the review and adjusting or correcting journal entries are prepared and entered by AEPSC Accounting.

QUARTERLY REPORTING

AEPSC Regulatory Reporting prepares all internal and external financial reports for AEP Credit based on final trial balance information received from AEPSC Accounting. Pursuant to the 1935 Act, Rule 24, a filing is made with the SEC on behalf of AEP Credit within 45 days after the close of the calendar quarter.

ANNUAL REPORTING

Each year the financial records of AEP Credit are reviewed by an independent accounting firm. An annual report for AEP Credit is then issued and distributed to certain Sellers, the SEC and certain financial institutions.