COLUMBUS, Ohio and DALLAS, June 4, 1998 -- With their merger overwhelmingly approved by shareholders of both American Electric Power Co. (NYSE: AEP) and Central and South West Corp. (NYSE: CSR) in late May, executives from both companies addressed the benefits of the merger with financial analysts in New York today. The merger must be reviewed by the Federal Energy Regulatory Commission (FERC), the Securities and Exchange Commission (SEC), the Nuclear Regulatory Commission, the Federal Communications Commission, the Department of Justice and the state utility commissions of Texas, Louisiana, Arkansas and Oklahoma. Dick Brooks, chairman and chief executive officer of CSW, provided the opening remarks. He said that shareholder approval was obtained with near-record meeting quorums for both companies; 97 percent of the shares voted at each meeting were cast in favor of merger-related items. AEP's Chairman, CEO and President E. Linn Draper Jr. said, "We believe we have adequately addressed all market power issues in our FERC filing, and ... we anticipate receiving FERC's approval (later this year). We expect ... to satisfy the (SEC integration criteria). And while certain mergers have faced some resistance at the state commission level, we do not believe this will be a problem for us." Draper noted that both companies are low-cost producers of energy, ranking high in customer-satisfaction surveys. "There is nothing that the various commissions should dislike about our merger," he said. CSW President and Chief Operating Officer Tom Shockley described the merger process overall, pointing out that the AEP-CSW merger poses no significant market power concern; that FERC has acted on 17 significant mergers in 19 months, many of them taking less than a year for approval; and that FERC has committed to processing merger applications on a timely basis. Shockley projected that all regulatory approval should be reached by the end of the first half of 1999. In a related vein, Draper outlined AEP's five strategies intended to produce additional growth: -- Growing the company's core business and base of existing customers; -- Becoming a top-tier national energy trading/marketing business; -- Building a strategic global portfolio of investments and development projects; -- Expanding product and service offerings to add value and build customer loyalty by encompassing energy services, gas, telecommunication and wireless and internal fiber optics capability; and -- Acquiring strategic assets, such as wires and generation, for value-added growth, and to support the energy trading/marketing business. Don Clements, AEP executive vice president, corporate development, and president, AEP Resources, a wholly owned subsidiary of AEP, provided details on the company's global strategy. He said that, long-term, development efforts should yield risk-adjusted returns above those traditionally earned on the company's regulated business on $300 million of new equity investment a year, excluding significant acquisitions. Paul Addis, AEP executive vice president, trading and marketing, explained AEP's energy trading business and how it contributes to the company's growth. With its trading arm formed in April 1997 and now considered among the top five power traders in terms of volume, AEP intends to become a major trader and marketer of energy products. These products will involve a national portfolio of energy assets, including electricity, natural gas, residual fuel, coal, associated financial products, and, eventually, other commodity products and/or assets linked to energy. Addis said AEP exceeded its 1997 trading and marketing goals; progress in 1998 continues to exceed expectations. Draper also told the analysts that AEP faces "certain near-term challenges that are clearly standing in the way of earnings growth this year." First quarter earnings were affected by mild weather and storm damage, as well as the continued outage at AEP's Cook Plant. Cook, a 2,110-megawatt nuclear plant in Bridgman, Mich., has been shut down since Sept. 9, 1997. "From what we know today, I expect that the restart cost (for Cook) will be between $30 million and $50 million," Draper said. He indicated that a firm restart schedule will be developed this month. In addition, an investment in the United Kingdom telecommunications company Ionica by Yorkshire Electricity, the UK regional electric company jointly held by AEP and New Century Energies, Inc., (NYSE: NCE) will likely have a negative impact on second quarter earnings for AEP. "Yorkshire's investment in Ionica has dropped in value to approximately $12 million as of June 1, versus a book value of $90 million. AEP's share is 50 percent of these figures. ...Work is underway to determine the after-tax effect of the reduction in value," Draper said. "A final decision is not expected until next week." Central and South West Corporation is a global, diversified public utility holding company based in Dallas. CSW owns four electric operating subsidiaries serving 1.7 million customers in Texas, Oklahoma, Louisiana and Arkansas, a regional electricity company in the United Kingdom, other international energy operations and nonutility subsidiaries involved in energy-related investments, telecommunications, energy efficiency and financial transactions. AEP, a global energy company, is one of the United States’ largest investor-owned utilities, providing energy to 3 million customers in Indiana, Kentucky, Michigan, Ohio, Tennessee, Virginia and West Virginia. AEP has holdings in the United States, the United Kingdom, China and Australia. Wholly owned subsidiaries provide power engineering, energy consulting and energy management services around the world. The company is based in Columbus, Ohio. On Dec. 22, 1997, AEP announced a definitive merger agreement for a tax-free, stock-for-stock transaction with Central and South West Corp., a public utility holding company based in Dallas. This news release includes forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934. These forward-looking statements reflect numerous assumptions and involve a number of risks and uncertainties. Among the factors that could cause actual results to differ materially are: whether or not the proposed merger of AEP and CSW ultimately is consummated, the timing of consummation and the effects of any conditions imposed by regulators on the merged companies; electric load and customer growth; abnormal weather conditions; available sources and cost of fuel and generating capacity; the speed and degree to which competition enters the power generation, wholesale and retail sectors of the electric utility industry; state and federal legislative and regulatory initiatives that, among other things, increase competition, threaten cost and investment recovery and affect rate structures; the ability of the combined company to successfully reduce its cost structure; the degree to which the combined company develops nonregulated business ventures; the economic climate and growth in the service territories of the two companies; the amount of savings generated by the merger; the inflationary trends and interest rates and the other risks detailed from time to time in the two companies' SEC reports.