Ladies and gentlemen, thank you for standing by, and welcome to the American Electric Power Fourth Quarter 2014 Earnings Call. [Operator Instructions] As a reminder, today's conference is being recorded. I would now like to turn the conference over to your host, Ms. Bette Jo Rozsa. Please go ahead.

Thank you, Keeley. Good morning, everyone, and welcome to the fourth quarter 2014 earnings webcast of American Electric Power. We're glad that you are able to join us today. Our earnings release, presentation slides, and related financial information are available on our Web site at aep.com. Today, we will be making forward-looking statements during the call. There are many factors that may cause future results to differ materially from these statements. Please refer to our SEC filings for a discussion of these factors. Joining me this morning for opening remarks are Nick Akins, our Chairman, President and Chief Executive Officer; and Brian Tierney, our Chief Financial Officer. We will take your questions following their remarks. I will now turn the call over to Nick.

Thanks, Bette Jo. Good morning, everyone, and thank you for joining our fourth quarter 2014 earnings call. 2014 was an outstanding year for AEP, not just because our earnings came in within the stated guidance range close to the midpoint, which that is great, but the real story is how we did it. Our management team and employees pulled together a set of firm foundation for the future, the culture that allows for the proper and timely allocation of capital, the ability to take advantage of additional spending opportunities brought on by our first quarter performance, and our focus on disciple and execution by our employees to produce continuous improvement savings to provide the consistency our shareholders and customers expect. As you probably know by now, Columbus is pretty excited by the Ohio State University football team winning the National Championship this year. They won it because of process, execution, discipline, and leadership that transcended the many pitfalls along the way. AEP is no different in our quest to become a premium regulated utility. From the outset in 2014, our generation performance during the polar vortex offered an opportunity to advance investment in transmission, detail plans for the movement of O&M expense in the 2014 from 2015 and '16, and build upon the foundation of our continuous improvement initiatives. My point being all of these processes already exist to enable AEP to have the ability to quickly respond with confidence to ultimately improve shareholder value as well as produce value for our customers. So with that said, reviewing the financials for the quarter and the year, our GAAP and operating earnings for the fourth quarter were $0.39 per share and $0.48 per share respectively. Our fourth quarter performance was as we expected, given the headwinds of advanced spending, resolution of…

Thank you, Nick, and good morning everyone. On Slide 6 you will see our comparison of 2014 operating results to 2013 by segment, for both the quarter and the year-to-date period. I'll focus my remarks primarily on the total year results. You can find the details for the quarterly results in the appendix. Operating earnings for the fourth quarter were $232 million or $0.48 per share compared to $0.60 per share or $296 million last year. These results when combined with the results through September pushed our year-to-date operating earnings to $1.7 billion or $3.43 per share compared to $3.23 per share or $1.6 billion in 2013. Despite mild temperatures during this past summer, our 2014 results were strong compared to last year, driven by the weather-related sales and strong operations last winter. Our execution during this extreme periods produced sufficient margin for us to advance O&M spending from future years as well as to raise our 2014 midpoint target by $0.15 per share. Finally, we continue to deliver on our transmission targets, as Nick said, exceeding our 2014 forecast for the Transmission Holdco segment by $0.02 per share. With that as an overview, let me step you through the major earnings drivers by segments for the year on Slide 7. 2014 earnings for the vertically integrated utility segment were $1.45 per share down $0.07 from last year. The major drivers for this segment include the favorable effects of rate changes and strong off-system sales margins offset by higher non-fuel operating costs. Rate changes were recognized across many of our jurisdictions, adding $0.20 per share for the year. This favorable effect on earnings is related to incremental investment to serve our customers. Partially offsetting this result were regulatory provisions of $0.04 per share in APCo Virginia and $0.05 per share…

Thank you. [Operator Instructions] Our first question will come from the line of Dan Eggers at Credit Suisse. Please go ahead.

Hi, good morning, guys.

Good morning, Dan.

Hey, guys. I know there is going to be a lot of Ohio questions in a minute, so I wanted to hit a couple of others, first. On the transmission business, with the -- if you read IPO out in the market, how are you guys thinking about the future of your transmission business, given the size and the growth potential there, and respectively other key performance of funding for the business?

Yes, we continue to look at our transmission business as part and parcel to AEP. I mean we obviously have a lot of scope and scale there, but really we continue to find it on a continual basis, and it's important for us to be in a position to be able to grow that business. And really to go to these other structures, there are complications from a state regulatory standpoint and tax hearing standpoint. So at this point I think we're going to continue pursuing transmission in the vein that we have been.

One of the successes of the transmission issue was you guys kept finding more capital to put into that business. How are you thinking about investment as a baseline for 2015, and what do you think would cause that number to come up as the year progresses?

Yes, so during the year we continually reallocated capital from other business units as part of the business that we are in. One of the process is the great processes we have in place with the capital allocation program and the continual process for reallocation of capital enables us to move more to the transmission side and advance some of that green area that I keep talking about on the graph of additional transmission span that we have available. If we get ahead in some fashion, you never know what the summer will look like, but we'll certainly look for continued ways to improve and put that capital work in the transmission area.

You guys did a nice job detailing all the earned ROE expectations for the utilities by utility. In aggregate, with this 9.6% earned ROE, should we assume this kind of a normalized earned ROE for you guys? You guys now -- be between cases in different jurisdiction, so not a reason to be optimized the same time as the -- have we seen any improvement in ROEs that we should expect to see after this year?

Yes, I think you can see the stack that we have for regulatory is relatively small compared to previous years as we continue to invest in the regulated businesses. You're going to continue to see sort of a ten-ish, around 10% type of ROE. So we expect as we continue to make progress, we have invested heavily in transmission, and some of that transmission is also included in the operating companies. And you also have additional distribution spending going on. So we'll continue to make advancements, and cases will become probably much more frequent and less in terms of what the ask is so that we can take advantage of writers and things like that to get more concurrent recovery. So as we progress in that regard, you'll see things like -- and I&M is a perfect example where not only legislative, but from a regulatory stand point we've been able to get pretty substantial capital expense with a timely response in terms of recovery. We have that there transmission. Certainly, we're doing well from Ohio perspective, from a transmission distribution perspective. So those are the kinds of things we'll continue to advance in the other jurisdictions as well.

Got it. Thank you, guys.

Thank you. Next, we'll go to the line of Anthony Crowdell of Jefferies. Q – Anthony Crowdell: Hey, good morning Nick, no offense taking -- you mentioned the All Star game this weekend. With the reference to the offering, I'm no sure, if you would add, but the question I have relates to -- you mentioned earlier about the strategic view of the generating assets, and then also maybe obtaining an Ohio PPA, I mean, how would the company approach it if basically the grounds from the Ohio PPA was that AEP had to retain all the generating assets in Ohio?

Yes, so obviously I mean we don't want to talk too much about that because you don't know where things are going to go in this case, but it's our position that it's really no regret strategy for Ohio, given there really shouldn't be a requirement that we continue to own the asset, because what this is really about is reinforcing the value of those resources that they continue to run in Ohio. Now, obviously it's a good thing to have PPA that support contracts and support generating units, and that would be a positive aspect if this says, "Okay, there is continued consistency in terms of recovery around the cost related to these assets," and that would be a good thing. So we're going to just have those kinds of discussions, but obviously as we pursue it we want to see that we have the ability to do whatever we decide to do from a business standpoint, but make sure that those assets are standing there for our Ohio customers though. We'll just have to see where that goes. Q – Anthony Crowdell: Great, thank you very much.

Yes.

Thank you. We'll go next to the line of Paul Patterson with Glenrock Associates. Please go ahead. Q – Paul Patterson: Good morning.

Good morning, Paul.

Can you hear me?

Oh, yes, good morning. How're you doing? Q – Paul Patterson: All right, just on the O&M shift, I apologize if I missed this; from 2015 to 2014, how much of that quantifiable -- I apologize if you -- I mean I was loosening, I just don't know if I missed it. How much of that was put in 2014 that's going to be coming out in 2015 and 2016?

Yes, about 60 million was moved forward from '15 and '16 into '14. Q – Paul Patterson: Okay, great. And then with respect to the AEP merchant operation I guess obviously there are a lot of moving pieces, and I can appreciate that. But I'm just wondering, what are the chances that you guys could retain this business? How should we think about this?

Obviously, we're going to have to go through the evaluation processes to determine exactly what we do. But our going in position is we're regulated utility. And – and the two things that we're trying to get out of this process was to make sure that we took volatility out of that out of the unregulated business. And we're able to make long-term investments. Now, that's relatively a hard hurdle. But nevertheless we have to go through the process of understanding the capacity market reform, what happens to PPA as to solidify those assets, what happens to energy markets when the other coal units around 5700 Megawatt of coal fire generation gets retired here in May. And then sort of two other things going on and that is these [pieced up] metal auctions that are occurring and if FERC approves the capacity performance model and have these other auctions, those maybe considerable value propositions that we're going to have to know and understand. So I said the first issue was going to drop around the ESP III filing and be up to the commission when they actually render an order on the follow up to that, which is for the larger piece of assets and that's around 2700 megawatts. So it's going to be depended upon the timing and our understanding of the value proposition associated with that business. And I think you said that correct earlier. There are a lot of moving parts here. But they are parts that are starting to come together in 2015. Q – Paul Patterson: Okay. So it is safe to say sort of that if you don't do out of priority it's going to be above the merchant operations due to let's say ESP not working out as planned or whatever, would it be less likely that you guys would end up retaining the asset? Does that make sense?

Yes, that makes sense. Q – Paul Patterson : Okay, thanks so much.

We'll go next to the line of Hugh Wynn with Stanford Bernstein.

Hi, Hugh. Q – Hugh Wynn: Hi, first one on Slide 7. You've explained how some of the 2015-16 O&M expansions were brought forward. There is another factored key that I wanted you to shed some light on. The biggest contributors to higher earnings this year were I think the -- among the biggest contributors were the OSF, $0.16 and AGR, $0.11 you also got a nice added benefit from the AP river operations and some significant portion of that on the OSF and AGR obviously reflected Q1 weather and market conditions. I imagine the AEP river operations reflected to some extend very benign growing condition and record corn harvest. My question is how should I think about 2014 away from the impact that weather had on generation and shipping volume to AEP River?

Yes, I think one thing is load obviously was increased during that period of time. And then there was an enabling factor here where with load with obviously with the unregulated generation was able to do relative to margins. We were able to take advantage of that, and certainly, offload some of the '15 and '16 impacts. But I'd say the year when you look at the foundational issues that we have from the regulatory recovery to the -- to what the service territory looks like it's doing in terms of load increases and the makeup of that load is probably very -- I mean that would be very good for us from a foundational perspective going forward. I think you all look at 2014 as a very successful year ended that we took advantage of the upside that existed because of frankly the polar vortex and how we performed with our units and also being able to give some of the regulatory actions in place, so I'd say 2014 was -- if you took out -- if you adjusted out the you know what we're made in off-system sales relative to the polar vortex, then we probably would not have taken some of the steps that we took and still would've managed the year in a very positive way. Q – Hugh Wynn: So with that, basically you're suggesting I think that we should be looking at 14 as have reflected off the line earnings power given the frontloading of the O&M offsetting the Q1?

That's right I think 2014 turned out to be a major positional year for us because we took advantage of some of the things that occurred during the year and that's really as I said earlier that's the true story of not only 2014 but the last quarter. We took advantage of the upside that occurred during the year but we didn't do it you know just by doing additional things we did it by managing our … managing the future in terms of the earnings power of the Company as well. So you know that's really the story of the year. Q – Hugh Wynn: That relate that question on 8/10 [ph], I assume nonetheless that the -- correct me if I'm wrong here, the relatively low growth that you're anticipating and residential normalized sales and commercial normalized sales despite accelerating GDP growth and improving employment and consumer confidence and all those good things. Still reflects you know some element of the first quarter strength that you feel was probably not going to be repeated even in this normalized basis so in other words you're working off of a very high base and its going to be harder replicate equivalent levels of growth in the coming year.

I think that's the last comment you made kind of hits a nail in the head, because our growth was so strong in 2014 we don't think it will be as strong as we go into 2015 and that's why you see the numbers for the estimates reflected on slide 8 that you do. Q – Hugh Wynn: Okay, and what…

And you got to keep in mind too I mean we do the best job we can in terms of anticipating what load forecast looks like but in this economy and with what's going on particularly when you're on the -- where its adjusting considerably as we go along we tend to be a pretty conservative branch. And it's done that way because … because it's sort of a foreseeing function for the rest of the business to compensate for what we could have is … is you know very low load growth depending on what happens to the world economy oil and gas prices. We just have to see some consistency in all this has to be really positive to make further adjustments in the future and that's going to play itself out. Q – Hugh Wynn: Now that conservatism on a load forecast and the calculation of adjustment range is much appreciated; just one last thing, what -- have you guys disclosed any expectations regarding the pace of O&M growth off of the 2014 base?

Yeah, we -- we thank you it will be flat to slightly positive when you look at the utility segment net or earnings offset at about $3.1 billion in O&M. we anticipate that to be perhaps closer to about $3 billion in 2015. So we do expect some uptick in O&M and that's as a result to some of the things that we talked about, pulling some of those expenses and work associated with those expenses forward in the 2014 through 2015 and 2016.

The fascinating part about all of that is that we continue to absorb additional increases in O&M you know for labor costs, for certainly for cyber security, physical security all those things that are occurring in addition so it's … its more than just you know keeping that flat. It's really absorbing substantial changes. Q – Hugh Wynn: Got it, thank you.

We will go next from the line of Jonathan Arnold at Deutsche Bank. Please go ahead.

Yeah, good morning guys.

Good morning.

Firstly I wanted to ask on the comment you made about residential sales being primarily up on usage rather than customer count in the west, are you seeing a some kind of a softening in the efficiency angle or can you just give us a little bit more color on your confidence in the source of that growth and the -- as if likely trajectory?

Yeah, Jonathan this is Brian. In some of the parts particularly T&D utilities where we're seeing a lot of Shale industrial growth is where we've seen a lot of the average usage growth go up. And in places that aren't impacted by that we've actually seen a decline in average customer usage. So if as utilities we look at for industrial the lead commercial and residential growth that's very much been the case in the places where we see the Shale developments. I guess looking forward in terms of energy efficiency I think a lot of the energy efficiency to date in the states where we have energy efficiency initiatives have been focused more on the residential class and we anticipate some of that low-hanging fruit gets taken, some of that would start shifting with the commercial class and we'll start to see some impacts there as well. But that's sort of a … the color I'd give you on where we're seeing the load growth and why.

Brian alluded to this earlier and that is the shift its occurring if we see the oil and gas impacts relative to Shale gas activity well you still have gasoline and basic energy prices that are reducing that so that would have an effect of improving the residential and commercial side as well, so because this part of the economy obviously the benefit from more disposable income so it would be interesting to see as the year goes on how this develops. We're just out the beginning of you know being in wash and shale gas and that kind of thing. But with gasoline prices lower it may enable people to start purchasing more homes and those types of things that move the economy.

Great thanks and so you've kind of see trend 2015 sales outlook by 30 basis points, is that -- and you've talked about other parts of the economy offsetting shale, can you -- how much of the -- is the kind of Shale slowdown is seem to be versus what you were expecting?

Jonathan, when you look at -- when you say we've trimmed it by 30 basis points it's really adjusting the base that we're operating off of. So it's the higher base in 2014 that really accounted for the reduction in 2015 on a year-over-year basis. Does that make sense?

Yeah. If my memory serves, you did that last year too…

Yeah, that happens.

Anything happens. Great. Could I just ask one other thing -- on this EEI slides I think you said you said you had 80% of generation gross margin, you know locked in some form of a contract or hedging. Is there an update to that number? And I guess you know maybe that hedges would be a bigger percentage of a smaller number so maybe adjusting for any change in the overall outlook.

Yeah., John, we don't like to give obviously a specific number but when you think about what we try and have hedged we try and be in that 60% to 70% hedged range. And I think that would be a fair assumption looking forward as well. He worries about comparative information so…

Right, right.

But that's a general rule of thumb that he is …

But having said you did say you were at 80 in November. Yes, okay they're not -- you're not saying that's changed … are you Brian when you say 60 to 70?

No, I'm not -- there's no change. When we talk about the range we like to be hedging and -- you also need to think about whether its volume or margins.

Right.

So I think the margin that you're referencing is higher in terms of volume it would be lower amount.

Thanks a lot.

Thank you we'll go next to the line of Paul Ridzon with KeyBanc.

Hello Paul. How're you.

Just fine. Goes back to Hugh's question about Memco, was 2014 a good year or 2013 a poor year?

Hi, Paul. It's a combination of both. But 2014 was a good year primarily we're starting to see earnings capability from the tanker barges. You know we also had a good grain season that continues. But at the tanker -- our entry into the tanker barge business has been successful.

But I think Nick's initial statement hit the nail on the head; '13 was not a good year and '14 was a good year.

So, '15 may be split the difference. We like to see it continue like '14 was and as Nick said we're getting higher margins from some of the tanker barges that we have. And we anticipate that we'll continue to grow that part of the business where we get the higher margin.

And then on transmission, I think you finished the year $0.02 ahead of plan. Should we assume that '15 can -- that carries you can finish $0.02 ahead of '15's plan?

Yes, we're thinking that the transmission side will improve 14 as a result by about $0.07 per share.

That kind of put you on top of where your EEI lies at, $0.38?

That's about right.

Yes, that's right.

Okay, thank you very much.

Okay. Thanks, Paul.

We'll go next to the line of Ali Agha with SunTrust. Please go ahead.

Good morning.

Good morning.

Just making sure I understand on the merchant thinking in your part as you dealt that number of data points coming up. But if I hear them and the timing of all of those looks like by middle of this year, you should be in a position to strategically decide your next step. Is that a fair when you think about it?

I think as it now stands, you're going to have a lot of that information by mid-year. Now, it remains be seen what the commission does strategically that probably utility commission of Ohio relative to the second increment the 2700 megawatts generation if that to occur before May or after May I don't know at this point. And then what FERC does with the supplemental options, if you have supplemental options particularly that add tremendous value proposition form the existing auction period like the '16 and '17 auctions. There could be a supplemental auction associated with that, and then others as well. Then we are going to have to fully understand what that means. I'm sure if there is a transaction -- any transaction party would want to understand that too. So as a general thought process, we're thinking of lot of the information coming to play in '15. We're hopeful that a lot of that comes into play in mid-15. But we'll have to see where that goes.

Yes, and conceptually on the part as you thought about actually exiting the business. You looked at two parts; actual sale monetization raising cash re-investment in that and then spin-offs where you save some of the tax leakage. As you got more data, you've gone down the part any clarity or preferences between those parts?

No, not yet. There are some big opponents sitting out there that we have to fully understand. Obviously be great to take precedes and re-invest in the business, particularly in transmission. But each one of those options that you mentioned has its pros and cons. We need to make sure we have all these major factual items to make a sound decision.

Generally, you do believe that its capital still out there, you will be back this big PJM-related transaction if that have happened recently that's still capital availability out there that is willing to spend more money in that region?

Yes, I do. I think there is. And obviously some of the latest information on market power concerns and those kinds of things will -- it really depends on who the other parties are. So, we'll have to -- that's another issue that we'll have to fully understand. I do believe that is out there.

Okay. And in the past when you guys have talked about your merchant sensitivities and exposures you related there to power prices, dollar change equations to certain earnings per share. But is there sensitivity on the fuel side as well? In other word, oil prices obviously have come down so have coal prices. So should we think more along the dark spread side of the equation or is the sensitivity all still on the power side on the merchant part?

Yes, I think obviously capacity prices has the big part of the value proposition for those assets and as far as the energy market is concerned, you'd have to look at the energy market and say, "Okay, what's the margin expectation from that part of the business?" So margins are a little bit depressed in this market, but not too depressed, and really -- like I said earlier, it really depends upon someone else's view what the forward curve looks like. So there will obviously be discussions about long-term forward curve and what it looks like for energy process, but the real definition around this will be provided in the capacity side.

Understood, thank you.

Yes.

Operator, we have time for one more question.

Thank you. And our last question will come from the line of Michael Lapides of Goldman Sachs. Please go ahead, sir.

Hey, Michael.

Hey, Nick. Hey, Brian. When I look at the equalizer slide, it's the slide you show on earned ROEs across various segments. Can you just walk us through -- I know you've got the Kentucky rate case outstanding, and now it will have a big impact, but can you walk us through a little bit about what you think will improve things so much at both the I&M and SWEPCO? I mean the SWEPCO $50 million increases are relatively small number in the size and scale of SWEPCO; just kind of how do you get such a big uplift when you look at pro forma versus earned in 2014?

Yes. Let me give you some quick insight on the I&M. So obviously they have some plans that are going to retire next year. So what we did in 2014 was look forward at what some of the severance and additional retirement obligations were going to be, and because when you could quantify those and have some real clarity into what those would look like we were able to take those charges in 2014 and won't be realizing those in '15. So '14's results were weighted down by our estimating and calculating those results we take them in 2014, and obviously not having similar results in 2015 in I&M will help us to improve those results there.

And then for SWEPCO, it's going to be -- we're not going to define an Arkansas solution here, because we got the formal rate changes in Louisiana, really taking into account the Valley district, it was required there, and then in Texas we do have full recovery for Turk, but also the transmission, T-cost filings and so forth have been positive. So those two jurisdictions are working very well. Arkansas is a work in progress, because we're not only -- we're now investing in Scrubber applications, environmental expense at Welsh and Flint Creek power plants. And that's somewhat of a drag, but we've got to get through in some kind of ability to get through either Turk or some rate case support for Arkansas. So, now, Arkansas' returns other than if you exclude Turk are generally okay, but whether it takes an account the risk associated with Turk is another issue, and we've got to find a mechanism to get more value for that previous Arkansas portion of Turk; the 88 megawatts.

And you think until that solved?

Until that solved, you'll continue to see SWEPCO somewhat depressed.

Got it. And you think you can get some change in Arkansas done in 2015 to drive that 150 basis points or so increase in ROE?

You're talking about above the 8.3%…

Just to go from 6.8 to 8.3.

No. Yes. But he is asking how to get from 6.8 from 8.3.

Yes, we will be able to do that.

We'll be able to do that, because that doesn't include Turk. That really is recovery of the environmental expense.

Got it, okay. I will follow-up online.

Okay.

Okay, thank you everyone for joining us on today's call. As always, the IR team will be available to answer any questions you may have. Keeley, you give the replay information now. Thank you.

Thank you. And ladies and gentlemen, today's conference will be made available for replay after 11:15 am Eastern Time today running through February 4 at midnight. You may access the AT&T replay system by dialing 1-800-475-6701 and entering the access code of 350247. International participants may dial 320-365-3844. Those numbers again are 1800-475-6701 and 320-365-3844 with the access code of 350247. That does conclude your conference for today. Thank you for your participation and for using the AT&T Executive Teleconference Service. You may now disconnect.