6/15/2000

AEP, CSW GAIN FINAL APPROVAL FOR MERGER,
CREATING A LEADER IN GENERATION, TRADING, DISTRIBUTION

COLUMBUS, Ohio, June 15, 2000 – American Electric Power (NYSE: AEP) and Central and South West Corp. (NYSE: CSR) completed their merger today, creating a national leader in electricity generation, trading and distribution.

The Securities and Exchange Commission (SEC) approved the merger late yesterday.

"Although the approval process was a lengthy one because of the involvement of many state and federal agencies, this merger was well worth the wait," said E. Linn Draper Jr., AEP´s chairman, president and chief executive officer, who noted the companies announced their intention to merge on Dec. 22, 1997. "Completion of the merger solidifies AEP´s position as an industry leader and positions us to succeed in the new energy marketplace."

The merged company will retain the American Electric Power name and will continue trading on the New York Stock Exchange under the "AEP" stock symbol. Under terms of the merger, each share of CSW stock will be converted to 0.6 shares of AEP stock. CSW shareholders will receive information about converting their shares from Equiserve, the company´s exchange agent, in approximately 10 days. No action is required by holders of existing AEP stock.

The merger of two of the nation´s lowest-cost utilities creates an energy company with:

-- combined 1999 revenues of approximately $12.5 billion;
-- combined 1999 electricity sales of almost 200 million megawatt hours;
-- total assets of more than $35 billion in the United States, Australia, Brazil, China, Mexico and the United Kingdom;
-- an energy trading operation that ranked second in U.S. electricity volume and in the top 20 in natural gas in 1999 and is expanding its operations outside the U.S.;
-- more than 4.8 million customers in 11 states;
-- more than 4 million customers outside the U.S.;
-- more than 38,000 megawatts of low-cost generating capacity in the U.S.;
-- more than 38,000 miles of transmission lines;
-- more than 186,000 miles of distribution lines.

Efficiencies gained through the merger will result in at least $2 billion in savings over 10 years. All AEP and CSW customers benefit from the merger either through agreements with individual states signed by the companies or through generic industry restructuring rulemakings in the states.

Draper said AEP´s post-merger strategy consists of three key elements: wholesale, energy delivery and retail. "Each of these business lines has its own characteristic set of skills and capital requirements, but the two that will be most important for us initially are the wholesale and energy delivery businesses," Draper said.

"We are already substantial players in the wholesale business and expect to continue to grow," Draper said. "People who follow our industry know that our energy trading business has quickly grown from a startup two years ago into the second-leading trader of electricity and a top-20 trader of natural gas today.

"But trading is only part of our wholesale business," Draper said. "For AEP, wholesale includes everything from the time the raw material leaves the ground to the point the energy is sent to the customer. This includes the acquisition of fuels, the conversion of fuels in power plants, selling and trading of electricity and natural gas in bulk, operating intrastate gas pipelines, and the processing and storage of natural gas."

Energy delivery includes the operation of transmission and distribution networks to move electricity from the power plant to the customer.

"The name of the game in the energy delivery -- or wires -- business is to be an efficient operator with low costs and high customer satisfaction," Draper said. "That´s been a traditional strength for both AEP and CSW.

"We´re well positioned to be successful in the energy delivery business with more than 200,000 miles of wires in the U.S. and a strong focus on customer satisfaction," Draper said.

AEP and CSW tied for second among electric utilities in the American Customer Satisfaction Index announced in May. The companies have been among the industry´s best each year since the index was first published in 1994. The American Customer Satisfaction Index, developed by the National Quality Research Center at the University of Michigan Business School, is an economic indicator that measures customer satisfaction with various industries and is based on modeling of customer evaluations of the quality of goods and services.

Retail is uncharted territory for electric utilities, with many states taking steps to provide a choice of electricity suppliers for retail customers, Draper said.

"We haven´t made a firm decision that retail is a business that we want to be in, but our instincts are that we probably will," Draper said.
---
As a result of the merger, AEP elected the six directors to its board of directors from the board of Central and South West. Joining the AEP board are:

-- E.R. Brooks of Dallas; Brooks is the former chairman and chief executive officer of CSW;

-- Donald M. Carlton of Austin, Texas; Carlton is the retired president and chief executive officer of Radian International LLC;

-- William R. Howell of Dallas; Howell is chairman emeritus of J.C. Penney Company, Inc.;

-- James L. Powell of McKavett, Texas; Powell is involved in ranching and investments;

-- Richard L. Sandor of Chicago; Sandor is chairman and chief executive officer of Environmental Financial Products; and

-- Thomas V. Shockley III of Dallas; Shockley is the former president and chief operating officer of CSW.

The six will stand for election at the company´s 2001 annual meeting of shareholders. The election of the six directors brings the number of members on the AEP board to 15. Existing members of the board are:

-- John P. DesBarres of Rancho Palos Verdes, Calif.; DesBarres is an investor and consultant;

-- E. Linn Draper Jr. of Columbus, Ohio; Draper is chairmain, president and chief executive officer of AEP;

-- Robert W. Fri of Washington, D.C.; Fri is director of the National Museum of Natural History (Smithsonian Institution);

-- Lester A. Hudson Jr. of Greenville, S.C.; Hudson is professor of business strategy at Clemson University;

-- Leonard J. Kujawa of Atlanta; Kujawa is an international energy consultant;

-- Donald G. Smith of Roanoke, Va.; Smith is chairman, president, chief executive officer and treasurer of Roanoke Electric Steel Corp.;

-- Linda Gillespie Stuntz of Washington, D.C.; Stuntz is a partner with Stuntz, Davis & Staffier, P.C., attorneys;

-- Kathryn D. Sullivan of Columbus, Ohio; sullivan is president and chief executive officer of COSI Columbus; and

-- Morris Tanenbaum of Short Hills, N.J.; Tanenbaum is a director and trustee.

The company´s executive management team includes:

-- Draper, chairman, president and chief executive officer;

-- Shockley, vice chairman;

-- Paul D. Addis, executive vice president - Wholesale;

-- Donald M. Clements Jr., executive vice president - Corporate Development;

-- Henry W. Fayne, chief financial officer and executive vice president - Finance and Analysis;

-- William J. Lhota, executive vice president and president of the North American Energy Delivery business unit;

-- Robert P. Powers, senior vice president - Nuclear Generation;

-- Susan Tomasky, executive vice president, general counsel and corporate secretary; and

-- Joseph H. Vipperman, executive vice president - Shared Services.

American Electric Power is a multinational energy company based in Columbus, Ohio. AEP is one of the United States´ largest generators of electricity with more than 38,000 megawatts of generating capacity. AEP is also one of the nation´s leading wholesale energy marketers and traders. AEP delivers electricity to more than 4.8 million customers in 11 states -- Arkansas, Indiana, Kentucky, Louisiana, Michigan, Ohio, Oklahoma, Tennessee, Texas, Virginia and West Virginia. The company serves more than 4 million customers outside the U.S. through holdings in Australia, Brazil, China, Mexico and the United Kingdom. Wholly owned subsidiaries are involved in power engineering and construction services, energy management and telecommunications.

For More Information, Contact:
Pat D. Hemlepp
Manager, Media Relations
American Electric Power
614/223-1620

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