American Electric Power Co Inc – ‘S-3MEF’ on 5/15/03

On:  Thursday, 5/15/03, at 9:11am ET   ·   Effective:  5/15/03   ·   Accession #:  4904-3-197   ·   File #s:  333-58540, 333-105243

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Registration of Additional Securities   —   Form S-3
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-3MEF      Aep 462B S-3                                           4±    15K 
 2: EX-5        Stb Opn                                                2±    10K 
 3: EX-23       D&T Consent                                            1      6K 
 4: EX-24       Resos and POA                                          3±    16K 

S-3MEF   —   Aep 462B S-3

                                                 Registration No. 333-______

------------------------------------------------------------------------        

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
    --------------------
FORM S-3
REGISTRATION STATEMENT
 Under
THE SECURITIES ACT OF 1933

 American Electric Power Company, Inc.
(Exact name of registrant as specified in its charter)

New York                                                         13-4922640     
(State or other jurisdiction                                  (I.R.S. Employer  
of incorporation or organization)                          Identification No.)  

1 Riverside Plaza                                                               
Columbus, Ohio                                                      43215       
(Address of principal executive offices)                          (Zip Code)    

Registrant's telephone number, including area code: (614) 716-1000

 GEOFFREY S. CHATAS, Treasurer
 JEFFREY D. CROSS, Senior Vice President and General Counsel
 AMERICAN ELECTRIC POWER SERVICE CORPORATION
 1 Riverside Plaza
Columbus, Ohio 43215
(614) 716-1580
(Names, addresses and telephone numbers, including
 area code, of agents for service)

 It is respectfully requested that the Commission send copies of
all notices, orders and communications to:

Simpson Thacher & Bartlett                     Dewey Ballantine LLP             
425 Lexington Avenue                           1301 Avenue of the Americas      
New York, NY 10017-3909                        New York, NY 10019-6092          
Attention:  James M. Cotter                    Attention:  E. N. Ellis, IV      
--------------------

      Approximate date of commencement of proposed sale to the public: From time
to time after the effective date of the Registration Statement.                 

--------------------

If the only securities being registered on this Form are being offered    
pursuant to dividend or interest reinvestment plans, please check the following 
box. [ ]                                                                        

   If any of the securities being registered on this Form are to be offered on a
delayed or continuous basis pursuant to Rule 415 under the Securities Act of    
1933, other than securities offered only in connection with dividend or interest
reinvestment plans, please check the following box. [x]                         

If this Form is filed to register additional securities for an offering   
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list the Securities Act registration statement number of the earlier        
effective registration statement for the same offering. [x] 333-58540           

If this Form is a post-effective amendment filed pursuant to Rule 462(c)  
under the Securities Act, check the following box and list the Securities Act   
registration statement number of the earlier effective registration statement   
for the same offering. [ ]                                                      

If delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. [ ]                                             

    --------------------

CALCULATION OF REGISTRATION FEE           
----------------------------------------------------------------------          
Title of                                                                  
Each Class                   Proposed      Proposed                         
Of                        Maximum      Maximum                      
Securities      Amount       Offering      Aggregate    Amount of           
to be          to be         Price       Offering    Registration       
Registered    Registered     Per Unit*      Price*         Fee              

----------------------------------------------------------------------          
----------------------------------------------------------------------          
Senior                                                                  
Notes      $50,000,000       100%      $50,000,000    $ 4,045           
----------------------------------------------------------------------          
*Estimated solely for purposes of calculating the registration fee.             

    --------------------

   INCORPORATION OF CERTAIN INFORMATION BY REFERENCE

      This Registration Statement is being filed pursuant to Rule 462(b) under
the Securities Act of 1933, as amended. The contents of the Registration        
Statement on Form S-3 (Reg. No. 333-58540) filed by American Electric Power     
Company, Inc. with the Securities and Exchange Commission (the "Commission")    
including the exhibits thereto, and declared effective by the Commission on     
April 19, 2001 is incorporated by reference into this Registration Statement.   

SIGNATURES

      Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all of the    
requirements for filing on Form S-3 and has duly caused this registration       
statement to be signed on its behalf by the undersigned, thereunto duly         
authorized, in the City of Columbus and State of Ohio, on the 15th day of May,  
2003.                                                                           

         AMERICAN ELECTRIC POWER COMPANY, INC.

E. Linn Draper, Jr.*        
 Chairman of the Board and
Chief Executive Officer     

Pursuant to the requirements of the Securities Act of 1933, this    
registration statement has been signed below by the following persons in the    
capacities and on the dates indicated.                                          

      Signature                      Title                          Date

(i) Principal Executive                                                         
Officer                Chairman of the Board                        
and Chief Executive 
   E. Linn Draper, Jr.*            Officer                        May 15, 2003

(ii) Principal Financial                                                        
Officer:                                                          
 Vice President, Secretary
_/s/ Susan Tomasky____      and Chief Financial Officer            May 15, 2003 
Susan Tomasky                                                                   

(iii) Principal Accounting                                                      
Officer:                                                      
_/s/ J. M. Buonaiuto__            Controller                       May 15, 2003 
J. M. Buonaiuto                                                                 

(iv) A Majority of the Directors:                                               

*E. R. Brooks                       *Lester A. Hudson, Jr.          
*Donald M. Carlton                  *Leonard J. Kujawa              
*John P. DesBarres                  *Richard L. Sandor              
*E. Linn Draper, Jr.                *Thomas V. Shockley, III        
*Robert W. Fri                      *Donald G. Smith                
*William R. Howell                  *Linda Gillespie Stuntz         

                                                                  May 15, 2003

*By_/s/ Susan Tomasky_                                                          
(Susan Tomasky, Attorney-in-Fact)                                               

 EXHIBIT INDEX

The following exhibits are filed herewith.                          

Exhibit No.                               Description                           

* 5        Opinion of Simpson Thacher & Bartlett                                

*23(a)     Consent of Deloitte & Touche LLP                                     

23(b)     Consent of Simpson Thacher & Bartlett (included in Exhibit 5)       

*24        Powers of Attorney and resolutions of the Board of Directors         
of the Company                                            

*  Filed herewith                                                               

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘S-3MEF’ Filing		Date		Other Filings
Filed on / Effective on:		5/15/03		35-CERT,  424B5
		4/19/01		U-1/A
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