COLUMBUS, Ohio, June 19, 2002 - West Texas Utilities Co., a wholly owned subsidiary of American Electric Power (NYSE: AEP), today announced that on June 20, 2002, it is commencing a fixed spread tender offer to purchase for cash the remaining $212,000,000 aggregate principal amount of five series of West Texas Utilities’ First Mortgage Bonds.

Under the terms of the offer, made upon the terms and subject to the conditions set forth in the Offer to Purchase, to be dated June 20, 2002, West Texas Utilities will purchase for cash any and all of the following bonds at a price determined by the yield to maturity, at the time of tender, of the Referenced U.S. Treasury Note plus a fixed spread, as follows:

  • $35,000,000 First Mortgage Bonds, 6.875% Series Q due 2002
    • Referenced U.S. Treasury Note: 6.0% due 9/30/2002

    • Fixed Spread: 30 basis points

  • $40,000,000 First Mortgage Bonds, 6.125% Series S due 2004
    • Referenced U.S. Treasury Note: 3.0% due 1/31/2004

    • Fixed Spread: 45 basis points

  • $40,000,000 First Mortgage Bonds, 7.0% Series R due 2004
    • Referenced U.S. Treasury Note: 5.875% due 11/15/2004

    • Fixed Spread: 45 basis points

  • $72,000,000 First Mortgage Bonds, 6.375% Series U due 2005
    • Referenced U.S. Treasury Note: 5.75% due 11/15/2005

    • Fixed Spread: 50 basis points

  • $25,000,000 First Mortgage Bonds, 7.75% Series P due 2007
    • Referenced U.S. Treasury Note: 4.375% due 5/15/2007

    • Fixed Spread: 55 basis points

All holders of bonds who tender will receive a price that is calculated using the yield of the Referenced U.S. Treasury Note specific to each series at the time of tender plus the fixed spread specific to each series, as outlined above. In addition to this price per bond, all accrued and unpaid interest up to (but excluding) the settlement date will be paid to the bondholder. The settlement will be three business days after the date of tender of the applicable bonds.

The Fixed Spread tender offer will commence June 20, 2002, and expire at 5 p.m. New York City time on July 2, 2002, unless extended or terminated earlier. West Texas Utilities intends to finance the repayment of the bonds from the proceeds of newly issued short-term debt.

This tender offer is being implemented in order to restructure West Texas Utilities in connection with the deregulation of the electric industry in the state of Texas. West Texas Utilities currently intends that all bonds that are not tendered or otherwise acquired by West Texas Utilities will be defeased by the end of 2002. Defeasance will result in the discharge of the lien of the Indenture and cause the bonds to be deemed paid within the meaning of the defeasance provisions of the Indenture.

Salomon Smith Barney Inc. and Lehman Brothers Inc. will act as Dealer Managers for the tender offer. Holders of Series U Bonds and Series P Bonds should contact Salomon Smith Barney Inc. at (800) 558-3745 to execute tender of these series of bonds. Holders of Series Q Bonds, Series R Bonds and Series S Bonds should contact Lehman Brothers Inc., attention Emily Shanks, at (800) 438-3242 or collect at (212) 528-7581 to execute tender of these series of bonds. All tenders will be executed by the respective Dealer Managers in the customary manner of a corporate bond trade.

The Information Agent is Mellon Investor Services and may be contacted at (888) 232-7136 with any questions regarding the tender offer.

American Electric Power is a multinational energy company with a balanced portfolio of energy assets. AEP, the United States’ largest electricity generator, owns and operates more than 42,000 megawatts of generating capacity in the U.S. and select international markets. AEP is a leading wholesale energy marketer, ranking among North America’s top providers of wholesale power and natural gas with a growing wholesale presence in European markets. In addition to electricity generation, AEP owns and operates natural gas pipeline systems, natural gas storage, coal mines, and the fourth-largest inland barge company in the U.S. AEP is also one of the largest electric utilities in the United States, with almost 5 million customers linked to AEP’s wires. AEP is based in Columbus, Ohio.

This news release is neither an offer to purchase nor a solicitation of an offer to sell securities. The offer to purchase securities is made only by the Offer to Purchase.

Media: David Hagelin
Corporate Media Relations

Analysts: Bette Jo Rozsa
Managing Director, Investor Relations