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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(X) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1995
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________
Commission File Number 1-9052
DPL INC.
(Exact name of registrant as specified in its charter)
OHIO 31-1163136
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Courthouse Plaza Southwest, Dayton, Ohio 45402
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 513-224-6000
Securities registered pursuant to Section 12(b) of the Act:
Outstanding at Name of each exchange
Title of each class February 29, 1996 on which registered
- ------------------- ----------------- ----------------------
Common Stock, $0.01 par 106,696,923 New York Stock Exchange
value and Preferred Share
Purchase Rights
Securities registered pursuant to Section 12(g) of the Act: NONE
Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained herein,
and will not be contained, to the best of registrant's knowledge,
in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this
Form 10-K. (X)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
YES X NO
---- ----
The aggregate market value of the voting stock held by
nonaffiliates of the registrant as of February 29, 1996 was
$2,547,389,037.00 based on the closing price of $23 7/8 on such date.
DOCUMENTS INCORPORATED BY REFERENCE
Parts I and II incorporate by reference the registrant's 1995
Annual Report to Shareholders.
Portions of the definitive Proxy Statement dated March 1, 1996,
relating to the 1996 Annual Meeting of Shareholders of the
registrant, are incorporated by reference into Part III.
PART I
Item 1 - Business*
- ---------------------------------------------------------------
DPL INC.
DPL Inc. was organized in 1985 under the laws of the
State of Ohio to engage in the acquisition and holding of
securities of corporations for investment purposes. The
executive offices of DPL Inc. are located at Courthouse Plaza
Southwest, Dayton, Ohio 45402 - telephone (513) 224-6000.
DPL Inc.'s principal subsidiary is The Dayton Power and
Light Company ("DP&L"). DP&L is a public utility incorporated
under the laws of Ohio in 1911. Located in West Central Ohio, it
furnishes electric service to 476,000 retail customers in a
24 county service area of approximately 6,000 square miles and
furnishes natural gas service to 294,000 customers in
16 counties. In addition, DP&L provides steam heating service in
downtown Dayton, Ohio. DP&L serves an estimated population of
1.2 million. Principal industries served include electrical
machinery, automotive and other transportation equipment, non-
electrical machinery, agriculture, paper, rubber and plastic
products. DP&L's sales reflect the general economic conditions
and seasonal weather patterns of the area. In 1995, electric
revenues increased 9% with a 5% growth in sales to business
customers reflecting the continued strength of the West Central
Ohio economy. Higher sales to other public utilities and
increased residential sales due to weather conditions also
contributed to the revenue increase. Gas revenues and gas
purchased for resale decreased 6% and 12%, respectively, in 1995
as lower gas costs offset the 4% growth in volumes. During 1995,
cooling degree days were 15% above the twenty year average and 9%
above 1994. Heating degree days in 1995 were 3% above the thirty
year average and 5% above 1994. Sales patterns will change in
future years as weather and the economy fluctuate.
Subsidiaries of DP&L include MacGregor Park Inc., an
owner and developer of real estate; DP&L Community Urban
Redevelopment Corporation, an agent for DP&L in the office space
leasing business of an eleven story building owned by DP&L; and
Miami Valley Equipment, Inc., which owns equipment and has made
investments in non-utility interests.
* Unless otherwise indicated, the information given in "Item 1 -
BUSINESS" is current as of March 21, 1996. No representation
is made that there have not been subsequent changes to such
information.
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Other subsidiaries of DPL Inc. include Miami Valley
CTC, Inc., which provides transportation services to DP&L and
another unaffiliated Dayton-based company; Miami Valley Leasing,
which leases vehicles, communications equipment and other
miscellaneous equipment, owns real estate and has, for financial
investment purposes, acquired limited partnership interests in
natural gas storage facilities and wholesale electric generation;
Miami Valley Resources, Inc. ("MVR"), a natural gas supply
management company; Miami Valley Lighting, Inc., a street
lighting business; Miami Valley Insurance Company, an insurance
company for DPL Inc. and its subsidiaries; and Miami Valley
Development Company, which is engaged in the business of
technology research and development and has, for financial
investment purposes, acquired limited partnership interests in
non-utility interests.
DPL Inc. and its subsidiaries are exempt from
registration with the Securities and Exchange Commission under
the Public Utility Holding Company Act of 1935 because its
utility business operates solely in the State of Ohio.
DPL Inc. and its subsidiaries employed 2,908 persons as
of December 31, 1995, of which 2,424 are full-time employees and
484 are part-time employees.
Information relating to industry segments is contained
in Note 12 of Notes to Consolidated Financial Statements on
page 26 of the registrant's 1995 Annual Report to Shareholders
("1995 Annual Report"), which Note is incorporated herein by
reference.
COMPETITION
DPL Inc. competes through its principal subsidiary,
DP&L, with privately and municipally owned electric utilities and
rural electric cooperatives, natural gas suppliers and other
alternate fuel suppliers. DP&L competes on the basis of price
and service.
Like other utilities, DP&L from time to time may have
electric generating capacity available for sale to other
utilities. DP&L competes with other utilities to sell
electricity provided by such capacity. The ability of DP&L to
sell this electricity will depend on how DP&L's price, terms and
conditions compare to those of other utilities. In addition,
from time to time, DP&L makes power purchases from neighboring
utilities.
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In an increasingly competitive energy environment,
cogenerated power may be used by customers to meet their own
power needs. Cogeneration is the dual use of a form of energy,
typically steam, for an industrial process and for the generation
of electricity. The Public Utilities Regulatory Policies Act of
1978 ("PURPA") provides regulations that govern the purchases of
excess electric energy from cogeneration and small power
production facilities that have obtained qualifying status under
PURPA.
The National Energy Policy Act of 1992 which reformed
the Public Utilities Holding Company Act of 1935, allows the
federal government to mandate access by others to a utility's
electric transmission system and may accelerate competition in
the supply of electricity.
DP&L provides transmission and wholesale electric
service to 12 municipal customers which distribute electricity
within their corporate limits. In 1994, 11 of these municipal
customers signed new 20-year service agreements which were
approved by the Federal Energy Regulatory Commission ("FERC"), in
June 1995. The twelfth municipal customer signed a 20-year
agreement, approved by FERC in February 1995, that allows DP&L to
supply 97% of its power requirements. In addition to these
municipal customers, DP&L maintains an interconnection agreement
with one municipality which has the capability to generate all or
a portion of its energy requirements. Sales to municipalities
represented 1.2% of total electricity sales in 1995.
In October 1994, the Public Utilities Commission of
Ohio ("PUCO") initiated roundtable discussions on the
introduction of competition in the electric industry. The
"Electric Competition Series" is a result of the Ohio Energy
Strategy issued in April 1994. To date, roundtable discussions
have focused largely on short-term initiatives that are possible
under the current regulatory framework. On February 15, 1996,
the PUCO issued guidelines for interruptible service, including
services that accommodate the attainment and delivery of
replacement electricity during periods when the utility faces
constraints on its own resources. Furthermore, legislative
proposals at the federal level are pending concerning wholesale
and retail wheeling which are designed to increase competition.
These factors increase the risk that the DP&L's production plants
and/or regulatory assets may not be fully recovered in rates.
MVR, established in 1986 as a subsidiary of DPL Inc.,
acts as a broker in arranging and managing natural gas supplies
for business and industry. Deliveries of natural gas to MVR
customers can be made through DP&L's transportation system, or
another transportation system, on the same basis as deliveries to
customers of other gas brokerage firms. Customers with alternate
fuel capability can continue to choose between natural gas and
their alternate fuel based upon overall economics.
I-3
On March 29, 1995, FERC issued a Notice of Proposed
Rulemaking ("NOPR") seeking comments on an initiative to create a
more competitive wholesale electric power market. In its NOPR,
FERC announced its intent to require all electric utilities that
own or control transmission facilities to file open-access
transmission service tariffs. Open-access transmission tariffs
provide third parties with non-discriminatory transmission
service comparable to what the utility provides itself. In this
proposed rulemaking, FERC also states that it will enact a
principle that will entitle utilities to full recovery of
legitimate and verifiable stranded costs on both the state and
federal level. On December 13, 1995, FERC issued a NOPR that
prescribes rules for establishing and governing real-time
information networks ("RINs"). According to the NOPR, RINs would
provide potential wholesale transmission customers with
information about a utility's transmission system that would
enable them to obtain open-access, non-discriminatory
transmission service. Comments on this NOPR were due to FERC by
February 5, 1996. Final rules on these matters are expected in
1996.
General deregulation of the natural gas industry has
continued to prompt the influence of market competition as the
driving force behind natural gas procurement. The evolution of
an efficient natural gas spot market in combination with open
access interstate transportation provided by pipelines has
provided DP&L, as well as its end-use customers, with an array of
procurement options. Customers with alternate fuel capability
can continue to choose between natural gas and their alternate
fuel based upon overall economics. Therefore, demand for natural
gas purchased from DP&L or purchased elsewhere and transported to
the end-use customer by DP&L could fluctuate based on the
economics of each in comparison with changes in alternate fuel
prices. For DP&L, price competition and reliability among both
natural gas suppliers and interstate pipeline sources are major
factors affecting procurement decisions.
CONSTRUCTION AND FINANCING PROGRAM OF DPL INC.
1996-2000 Construction Program
The estimated construction additions for the years 1996-
2000 are set forth below:
Estimated
1996 1997 1998 1999 2000 1996-2000
---- ---- ---- ---- ---- ---------
millions
Electric generation and
transmission commonly owned
with neighboring utilities..... $ 29 $ 32 $ 34 $ 35 $ 37 $ 167
Other electric generation and
transmission facilities........ 37 36 36 37 36 182
Electric distribution............ 34 36 35 35 35 175
General.......................... 3 2 3 3 4 15
Gas, steam and other facilities.. 18 18 18 19 19 92
--- --- --- --- --- ---
Total construction.......... $121 $124 $126 $129 $131 $631
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Estimated construction costs over the next five years
average $126 million annually which is less than the projected
depreciation expense over the same period.
The construction program includes plans for the
construction of a series of 75 MW combustion turbine generating
units. The first unit was completed under budget and ahead of
schedule in May 1995. The next unit is scheduled for completion
in 1997.
Construction plans are subject to continuing review and
are expected to be revised in light of changes in financial and
economic conditions, load forecasts, legislative and regulatory
developments and changing environmental standards, among other
factors. DP&L's ability to complete its capital projects and the
reliability of future service will be affected by its financial
condition, the availability of external funds at reasonable cost
and adequate and timely rate recovery.
See ENVIRONMENTAL CONSIDERATIONS for a description of
environmental control projects and regulatory proceedings which
may change the level of future construction additions. The
potential impact of these events on DP&L's operations cannot be
estimated at this time.
1996-2000 Financing Program
DPL Inc. and its subsidiaries will require a total of
$81 million during the next five years for debt maturities and
sinking funds in addition to any funds needed for the
construction program.
At year-end 1995, DPL Inc. had a cash and temporary
investment balance of $150 million. Proceeds from temporary cash
investments, together with internally generated cash and future
outside financings, will provide for the funding of the
construction program, sinking funds and general corporate
requirements.
In September 1995, a new series of Air Quality
Development Revenue Refunding Bonds was issued in principal
amount of $110 million with an interest rate of 6.10%. Proceeds
from the financing were used to redeem a similar principal amount
of DP&L First Mortgage Bonds with an interest rate of 9.50%.
In March 1994, DPL Inc. issued 3,200,000 shares of
common stock through a public offering. Proceeds from the sale
were used in connection with the redemption of all outstanding
shares of DP&L's Preferred Stock Series D, E, F, H and I.
In November 1989, DPL Inc. entered into a revolving
credit agreement ("the Credit Agreement") with a consortium of
banks renewable through 1999 which allows total borrowings by
DPL Inc. and its subsidiaries of $200 million. DP&L has
I-5
authority from the PUCO to issue short-term debt up to
$200 million with a maximum debt limit of $300 million including
loans from DPL Inc. under the terms of the Credit Agreement. At
December 31, 1995, DPL Inc. had no outstanding borrowings under
this Credit Agreement. DP&L also has $97 million available in
short-term informal lines of credit. At year-end, DP&L had no
borrowings outstanding from these lines of credit and no
commercial paper outstanding.
Under DP&L's First and Refunding Mortgage, First
Mortgage Bonds may be issued on the basis of (i) 60% of unfunded
property additions, subject to net earnings, as defined, being at
least two times interest on all First Mortgage Bonds outstanding
and to be outstanding, and (ii) 100% of retired First Mortgage
Bonds. DP&L anticipates that, during 1996-2000, it will be able
to issue sufficient First Mortgage Bonds to satisfy its long-term
debt requirements in connection with the financing of its
construction and refunding programs discussed above.
The maximum amount of First Mortgage Bonds which may be
issued in the future will fluctuate depending upon interest
rates, the amounts of bondable property additions, earnings and
retired First Mortgage Bonds. There are no coverage tests for
the issuance of preferred stock under DP&L's Amended Articles of
Incorporation.
ELECTRIC OPERATIONS AND FUEL SUPPLY
DP&L's present winter generating capability is
3,148,000 KW. Of this capability, 2,843,000 KW (approximately
90%) is derived from coal-fired steam generating stations and the
balance consists of combustion turbine and diesel-powered peaking
units. Approximately 87% (2,472,000 KW) of the existing steam
generating capability is provided by certain units owned as
tenants in common with the Cincinnati Gas & Electric Company
("CG&E") or with CG&E and Columbus Southern Power Company
("CSP"). Under the agreements among the companies, each company
owns a specified undivided share of each facility, is entitled to
its share of capacity and energy output, and has a capital and
operating cost responsibility proportionate to its ownership
share.
The remaining steam generating capability (371,000 KW)
is derived from a generating station owned solely by DP&L.
DP&L's all time net peak load was 2,961,000 KW, which occurred in
August 1995. The present summer generating capability is
3,092,000 KW.
I-6
GENERATING FACILITIES
MW Rating
--------------
Operating DP&L
Station Ownership* Company Location Portion Total
------- ---------- ------- -------- ------- -----
Coal Units
- ----------
Hutchings W DP&L Miamisburg, OH 371 371
Killen C DP&L Wrightsville, OH 402 600
Stuart C DP&L Aberdeen, OH 820 2,340
Conesville-Unit 4 C CSP Conesville, OH 129 780
Beckjord-Unit 6 C CG&E New Richmond, OH 210 420
Miami Fort-Units 7&8 C CG&E North Bend, OH 360 1,000
East Bend-Unit 2 C CG&E Rabbit Hash, KY 186 600
Zimmer C CG&E Moscow, OH 365 1,300
Combustion Turbines or Diesel
- -----------------------------
Hutchings W DP&L Miamisburg, OH 32 32
Yankee Street W DP&L Centerville, OH 144 144
Monument W DP&L Dayton, OH 12 12
Tait W DP&L Dayton, OH 10 10
Sidney W DP&L Sidney, OH 12 12
Tait Gas Turbine 1 W DP&L Moraine, OH 95 95
*W = Wholly Owned
C = Commonly Owned
In order to transmit energy to their respective systems
from their commonly owned generating units, the companies have
constructed and own, as tenants in common, 847 circuit miles of
345,000-volt transmission lines. DP&L has several
interconnections with other companies for the purchase, sale and
interchange of electricity.
DP&L derived over 99% of its electric output from coal-
fired units in 1995. The remainder was derived from units
burning oil or natural gas which were used to meet peak demands.
DP&L estimates that approximately 65-85% of its coal
requirements for the period 1996-2000 will be obtained through
long-term contracts, with the balance to be obtained by spot
market purchases. DP&L has been informed by CG&E and CSP through
the procurement plans for the commonly owned units operated by
them that sufficient coal supplies will be available during the
same planning horizon.
I-7
The prices to be paid by DP&L under its long-term coal
contracts are subject to adjustment in accordance with various
indices. Each contract has features that will limit price
escalations in any given year.
The total average price per million British Thermal
Units ("MMBTU") of coal received was $1.35/MMBTU in 1995,
$1.39/MMBTU in 1994 and $1.46/MMBTU in 1993.
The average fuel cost per kWh generated of all fuel
burned for electric generation (coal, gas and oil) for the year
was 1.36 cents which represents a decrease from 1.42 cents in
1994 and 1.43 cents in 1993. Through the operation of a fuel cost
adjustment clause applicable to electric sales, the increases and
decreases in fuel costs are reflected in customer rates on a timely
basis. See RATE REGULATION AND GOVERNMENT LEGISLATION and
ENVIRONMENTAL CONSIDERATIONS.
GAS OPERATIONS AND GAS SUPPLY
DP&L has long-term firm pipeline transportation
agreements with ANR Gas Pipeline Company ("ANR"), Texas Gas
Transmission Corporation ("Texas Gas"), Panhandle Eastern Pipe
Line Company ("Panhandle"), Columbia Gas Transmission Corporation
("Columbia") and Columbia Gulf Transmission Corporation for
varying terms, up to late 2004. Along with firm transportation
services, DP&L has approximately 16 billion cubic feet of firm
storage service with various pipelines. DP&L also maintains and
operates four propane-air plants with a daily rated capacity of
approximately 70,000 thousand cubic feet ("MCF") of natural gas.
In addition, DP&L is interconnected with CNG
Transmission Corporation. Interconnections with interstate
pipelines provide DP&L the opportunity to purchase competitively-
priced natural gas supplies and pipeline services. DP&L
purchases its natural gas supplies using a portfolio approach
that minimizes price risks and ensures sufficient firm supplies,
at peak demand times. The portfolio consists of long-term, short-
term and spot supply agreements. In 1995, firm agreements
provided approximately 50% of total supply, with the remaining
supplies purchased on a spot/short-term basis.
In 1995, DP&L purchased natural gas at an average price
of $2.79 per MCF, compared to $3.34 per MCF in 1994 and $3.65 per
MCF in 1993. Through the operation of a natural gas cost
adjustment clause applicable to gas sales, increases and
decreases in DP&L's natural gas costs are reflected in customer
rates on a timely basis. SEE RATE REGULATION AND GOVERNMENT
LEGISLATION.
I-8
The PUCO supports open access, nondiscriminatory
transportation of natural gas by the state's local distribution
companies for end-use customers. The PUCO has guidelines to
provide a standardized structure for end-use transportation
programs which requires a tariff providing the prices, terms and
conditions for such service. DP&L has an approved tariff and
provides transportation service to approximately 300 end-use
customers, delivering a total quantity of nearly 16,376,000 MCF
per year.
On July 31, 1991, Columbia Gas System Inc. and
Columbia, one of DP&L's major pipeline suppliers, filed separate
Chapter 11 petitions in U.S. Bankruptcy Court. Columbia's
reorganization plan was approved by the United States Bankruptcy
Court for the District of Delaware on November 15, 1995 and
became effective November 28, 1995. On the effective date,
Columbia made distributions to customers, including DP&L, for
refunds and other claims made by customers against Columbia, as
provided in the Customer Settlement Agreement approved by FERC on
June 15, 1995. The resolution of the bankruptcy was favorable to
DP&L, the shareholders of DPL Inc. and its customers.
On June 24, 1994, in Baltimore Gas & Electric Company
v. FERC, the U.S. Court of Appeals for the District of Columbia
Circuit decided in favor of Columbia's customers, including DP&L,
by holding that a 1985 settlement between the parties prohibited
Columbia from collecting pre-1987 upstream take-or-pay costs from
its customers. FERC has approved a settlement of this issue as a
part of the bankruptcy settlement which was favorable to DP&L,
the shareholders of DPL Inc. and its customers.
On October 6, 1994, the PUCO authorized DP&L's plan to
use pipeline supplier refunds to partially offset transition cost
billings to natural gas customers. This approval has helped
stabilize gas costs while ensuring DP&L's full recovery of
transition costs.
RATE REGULATION AND GOVERNMENT LEGISLATION
DP&L's sales of electricity, natural gas and steam to
retail customers are subject to rate regulation by the PUCO and
various municipalities. DP&L's wholesale electric rates to
municipal corporations and other distributors of electric energy
are subject to regulation by FERC under the Federal Power Act.
Ohio law establishes the process for determining rates
charged by public utilities. Regulation of rates encompasses the
timing of applications, the effective date of rate increases, the
cost basis upon which the rates are based and other related
matters. Ohio law also establishes the Office of the Ohio
Consumers' Counsel (the "OCC"), which has the authority to
represent residential consumers in state and federal judicial and
administrative rate proceedings.
I-9
DP&L's electric and natural gas rate schedules contain
certain recovery and adjustment clauses subject to periodic
audits by, and proceedings before, the PUCO. Electric fuel and
gas costs are expensed as recovered through rates.
Ohio legislation extends the jurisdiction of the PUCO
to the records and accounts of certain public utility holding
company systems, including DPL Inc. The legislation extends the
PUCO's supervisory powers to a holding company system's general
condition and capitalization, among other matters, to the extent
that they relate to the costs associated with the provision of
public utility service. Additionally, the legislation requires
PUCO approval of (i) certain transactions and transfers of assets
between public utilities and entities within the same holding
company system, and (ii) prohibits investments by a holding
company in subsidiaries which are not public utilities in an
amount in excess of 15% of the aggregate capitalization of the
holding company on a consolidated basis at the time such
investments are made.
As part of a 1992 PUCO-approved settlement agreement
("Agreement") among DP&L and various consumer groups, the third
and final phase of an electric rate increase of 6.4% took effect
in January 1994. Deferrals (including carrying charges) during
the phase-in period are being recovered in current rates.
In addition DP&L agreed to undertake cost-effective
demand-side management ("DSM") programs with an average annual
cost of $15 million for 1992-1995. These costs are deferred and
are being recovered at approximately $9 million per year.
The Agreement and a subsequent stipulation in 1995 (the
"1995 stipulation") allowed accelerated recovery of DSM costs
and, thereafter, production plant costs in the event that DP&L
return on equity exceeds a baseline 13% (subject to upward
adjustment). If the return exceeds the baseline return by one to
two percent, one-half of the excess will be used to accelerate
recovery of these costs. If the return is greater than two
percent over the baseline, the entire excess will be used for
such purpose. The 1995 stipulation also included commitments to
demand reduction programs through 2001.
Deferred interest charges on the William H. Zimmer
Generating Station ("Zimmer") are being amortized at
approximately $3 million per year over the projected life of the
asset.
Regulatory deferrals on the balance sheet were:
Dec. 31 Dec. 31
1995 1994
------- -------
--millions--
Phase-in $ 61.4 $ 75.9
DSM 36.2 31.9
Deferred interest - Zimmer 58.1 61.0
------ ------
Total $155.7 $168.8
====== ======
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In 1989 the PUCO approved rules for the implementation
of a comprehensive Integrated Resource Planning ("IRP") program
for all investor-owned electric utilities in Ohio. Under this
program, each utility is required to file an IRP as part of its
Long Term Forecast Report ("LTFR"). The IRP requires each
utility to evaluate available demand-side resource options in
addition to supply-side options to determine the most cost-
effective means for satisfying customer requirements. The rules
currently allow a utility to apply for deferred recovery of DSM
program expenditures and lost revenues between LTFR proceedings.
Ultimate recovery of expenditures is contingent on review and
approval of such programs as cost-effective and consistent with
the most recent IRP proceeding. The rules also allow utilities
to submit alternative proposals for the recovery of DSM programs
and related costs.
In 1991 the PUCO issued a Finding and Order which
encourages electric utilities to undertake the competitive
bidding of new supply-side energy projects. The policy also
encourages utilities to provide transmission grid access to those
supply-side energy providers awarded bids by utilities. Electric
utilities are permitted to bid on their own proposals. The PUCO
has issued for comment proposed rules for competitive bidding but
has not issued final rules at this time.
DP&L has in place a percentage of income payment plan
("PIPP") for eligible low-income households as required by the
PUCO. This plan prohibits disconnections for nonpayment of
customer bills if eligible low-income households pay a specified
percentage of their household income toward their utility bill.
The PUCO has approved a surcharge by way of a temporary base rate
tariff rider which allows companies to recover arrearages
accumulated under PIPP.
DP&L initiated a competitive bidding process in January
1993 for the construction of up to 140 MW of electric peaking
capacity and energy by 1997. Through an Ohio Power Siting Board
("OPSB") investigative process, DP&L's self-built option was
evaluated to be the least cost option. On March 7, 1994, the
OPSB approved DP&L's applications for up to three combustion
turbines and two natural gas supply lines for the proposed site.
The first combustion turbine was completed in May 1995 and became
operational June 1, 1995.
On May 31, 1995 and June 1, 1995, respectively, DP&L
filed its electric and natural gas LTFR with the PUCO. An IRP
filed as part of the electric LTFR included plans for the
construction of a series of 75 MW combustion turbine generating
units. The electric LTFR was approved by the PUCO on October 5,
1995. The natural gas LTFR was approved by the PUCO on
November 22, 1995.
Ronda H. Fergus was appointed to serve as a PUCO
commissioner for a five-year term, which commenced April 11,
1995. Commissioner Fergus was previously chief of the
telecommunications section of the Utilities Department at the
PUCO.
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On January 25, 1996, Governor Voinovich reappointed
Chairman Craig A. Glazer to the PUCO for a five year term,
pending approval by the Senate of the State of Ohio. Chairman
Glazer's next term will commence after the expiration of his
current term on April 10, 1996 and extend until April 10, 2001.
ENVIRONMENTAL CONSIDERATIONS
The operations of DP&L, including the commonly owned
facilities operated by DP&L, CG&E and CSP, are subject to
federal, state, and local regulation as to air and water quality,
disposal of solid waste and other environmental matters,
including the location, construction and initial operation of new
electric generating facilities and most electric transmission
lines. DP&L expended $4 million for environmental control
facilities during 1995. The possibility exists that current
environmental regulations could be revised which could change the
level of estimated 1996-2000 construction expenditures. See
CONSTRUCTION AND FINANCING PROGRAM OF DPL INC.
Air Quality
The Clean Air Act Amendments of 1990 (the "Act") have
limited sulfur dioxide and nitrogen oxide emissions nationwide.
The Act restricts emissions in two phases. Phase I compliance
requirements became effective on January 1, 1995 and Phase II
requirements will become effective on January 1, 2000.
Compliance by DP&L has not caused any material changes in DP&L's
costs or operations.
DP&L's environmental compliance plan ("ECP") was
approved by the PUCO on May 6, 1993. Phase I requirements are
being met by switching to lower sulfur coal at several commonly
owned electric generating facilities and increasing existing
scrubber removal efficiency. Total capital expenditures to
comply with Phase I of the Act were approximately $5.5 million.
Phase II requirements can be met primarily by switching to lower
sulfur coal at all non-scrubbed coal-fired electric generating
units. Overall compliance is projected to have a minimal 1% to
2% approximate price impact. Costs to comply with the Act are
eligible for recovery in fuel hearings and other regulatory
proceedings.
As required by Ohio law, in April 1995, the PUCO
initiated proceedings to conduct a review of DP&L's ECP. On
November 9, 1995, the PUCO approved the continued prudency of
DP&L's ECP and the related update report.
I-12
Land Use
DP&L and numerous other parties have been notified by
the United States Environmental Protection Agency ("U.S. EPA") or
the Ohio Environmental Protection Agency ("Ohio EPA") that it
considers them Potentially Responsible Parties ("PRPs") for clean-
up at four superfund sites in Ohio: the Sanitary Landfill Site
on Cardington Road in Montgomery County, Ohio; the United Scrap
Lead Site in Miami County, Ohio; the Powell Road Landfill in
Huber Heights, Montgomery County, Ohio; and the North Sanitary
(a.k.a. Valleycrest) Landfill in Dayton, Montgomery County, Ohio.
DP&L received notification from the U.S. EPA in July
1987 for the Cardington Road site. DP&L has not joined the PRP
group formed at that site because of the absence of any known
evidence that DP&L contributed hazardous substances to this site.
The Record of Decision issued by the U.S. EPA identifies the
chosen clean-up alternative at a cost estimate of $8.1 million.
The final resolution will not have a material effect on DP&L's
financial position, earnings or cashflow.
DP&L received notification from the U.S. EPA in
September 1987 for the United Scrap Lead Site. DP&L has joined a
PRP group for this site, which is actively conferring with the
U.S. EPA. The initial Record of Decision issued by the U.S. EPA
estimating clean-up costs at $27.1 million has been amended. The
amended alternative estimates clean-up costs at $32 million.
DP&L is one of over 200 parties to this site, and its estimated
contribution to the site is less than .01%. Nearly 60 PRPs are
actively working to settle the case. DP&L is participating in
the sponsorship of a study to evaluate alternatives to the U.S.
EPA's clean-up plan. The U.S. EPA is also currently considering
a proposal for a less expensive clean-up method. The final
resolution will not have a material effect on DP&L's financial
position, earnings or cashflow.
DP&L and numerous other parties received notification
from the U.S. EPA on May 21, 1993 that it considers them PRPs for
clean-up of hazardous substances at the Powell Road Landfill Site
in Huber Heights, Ohio. DP&L has joined the PRP group for the
site. On October 1, 1993, the U.S. EPA issued its Record of
Decision identifying a cost estimate of $20.5 million for the
chosen remedy. DP&L is one of over 200 PRPs to this site, and
its estimated contribution is less than 1%. The final resolution
will not have a material effect on DP&L's financial position,
earnings or cashflow.
DP&L and numerous other parties received notification
from the Ohio EPA on July 27, 1994 that it considers them PRPs
for clean-up of hazardous substances at the North Sanitary
Landfill site in Dayton, Ohio. DP&L has not joined the PRP group
formed for the site because the available information does not
demonstrate that DP&L contributed wastes to the site. The final
resolution will not have a material effect on DP&L's financial
position, earnings or cashflow.
I-13
THE DAYTON POWER AND LIGHT COMPANY
OPERATING STATISTICS
ELECTRIC OPERATIONS
Years Ended December 31,
------------------------
1995 1994 1993
---- ---- ----
Electric Output (millions of kWh)
General -
Coal-fired units.............. 15,679 14,483 14,729
Other units................... 29 27 17
Power purchases.................. 2,115 897 1,107
Exchanged and transmitted power.. 1 3 (7)
Company use and line losses...... (1,010) (1,191) (1,170)
---------- -------- --------
Total......................... 16,814 14,219 14,676
========== ======== ========
Electric Sales (millions of kWh)
Residential...................... 4,871 4,465 4,558
Commercial....................... 3,425 3,068 3,006
Industrial....................... 4,401 4,388 4,089
Public authorities and railroads. 1,378 1,333 1,356
Private utilities and wholesale.. 2,739 965 1,667
---------- -------- --------
Total......................... 16,814 14,219 14,676
========== ======== ========
Electric Customers at End of Period
Residential...................... 425,347 420,487 416,508
Commercial....................... 42,582 41,647 40,606
Industrial....................... 2,017 2,400 2,387
Public authorities and railroads. 5,573 5,320 5,287
Other............................ 17 18 17
---------- -------- --------
Total......................... 475,536 469,872 464,805
========== ======== ========
Operating Revenues (thousands)
Residential...................... $ 422,153 $390,531 $373,760
Commercial....................... 237,799 218,046 200,124
Industrial....................... 224,135 228,546 205,996
Public authorities and railroads. 78,225 75,387 72,859
Private utilities and wholesale.. 57,799 24,273 38,491
Other............................ 9,807 9,110 10,090
---------- -------- --------
Total......................... $1,029,918 $945,893 $901,320
========== ======== ========
Residential Statistics
(per customer-average)
Sales - kWh...................... 11,518 10,676 10,998
Revenue.......................... $ 998.27 $ 933.70 $ 901.91
Rate per kWh (month of December)
(cents)......................... 8.01 8.68 7.99
I-14
THE DAYTON POWER AND LIGHT COMPANY
OPERATING STATISTICS
GAS OPERATIONS
Years Ended December 31,
------------------------
1995 1994 1993
---- ---- ----
Gas Output (thousands of MCF)
Direct market purchases.......... 44,376 43,140 44,284
Liquefied petroleum gas.......... 18 144 58
Company use and unaccounted for.. (1,594) (1,227) (1,164)
Transportation gas received...... 16,870 15,141 13,704
-------- -------- --------
Total......................... 59,670 57,198 56,882
======== ======== ========
Gas Sales (thousands of MCF)
Residential...................... 29,397 27,911 28,786
Commercial....................... 8,307 8,081 8,468
Industrial....................... 2,584 3,150 3,056
Public authorities............... 3,006 2,909 3,171
Transportation gas delivered..... 16,376 15,147 13,401
-------- -------- --------
Total......................... 59,670 57,198 56,882
======== ======== ========
Gas Customers at End of Period
Residential...................... 269,694 266,116 262,834
Commercial....................... 21,451 21,060 20,853
Industrial....................... 1,574 1,528 1,527
Public authorities............... 1,423 1,317 1,333
-------- -------- --------
Total......................... 294,142 290,021 286,547
======== ======== ========
Operating Revenues (thousands)
Residential...................... $149,006 $157,193 $161,254
Commercial....................... 39,047 42,382 44,321
Industrial....................... 11,447 14,949 14,890
Public authorities............... 12,589 14,165 15,248
Other............................ 9,950 8,433 9,366
-------- -------- --------
Total......................... $222,039 $237,122 $245,079
======== ======== ========
Residential Statistics
(per customer-average)
Sales - MCF...................... 109.8 105.7 110.2
Revenue.......................... $ 556.72 $ 595.30 $ 617.33
Rate per MCF (month of December). $ 4.44 $ 5.57 $ 5.66
I-15
EXECUTIVE OFFICERS OF THE REGISTRANT
(As of March 1, 1996)
Business Experience,
Last Five Years
(Positions with Registrant
Name Age Unless Otherwise Indicated) Dates
---- --- --------------------------- ------------------
Peter H. Forster 53 Chairman and Chief Executive 9/26/95 - 3/01/96
Officer
Chairman, President and Chief 4/05/88 - 9/26/95
Executive Officer
Chairman, DP&L 4/06/92 - 3/01/96
Chairman and Chief Executive 8/02/88 - 4/06/92
Officer, DP&L
Allen M. Hill 50 President and Chief Operating 9/26/95 - 3/01/96
Officer
President and Chief Executive 4/06/92 - 3/01/96
Officer, DP&L
President and Chief Operating 8/02/88 - 4/06/92
Officer, DP&L
Paul R. Anderson 53 Controller 4/12/81 - 3/01/96
Stephen P. Bramlage 49 Assistant Vice President, DP&L 1/01/94 - 3/01/96
Director, Service Operations, 10/29/89 - 1/01/94
DP&L
Robert M. Combs 50 Vice President, DP&L 5/09/94 - 3/01/96
Treasurer, DP&L 3/17/93 - 5/09/94
Director, J. M. Stuart 9/16/91 - 3/17/93
Electric Generating Station
United States Navy
Production Officer, 8/01/88 - 9/16/91
Charleston Naval Shipyard
Georgene H. Dawson 46 Assistant Vice President, DP&L 1/01/94 - 3/01/96
Director, Service Operations, 4/03/92 - 1/01/94
DP&L
Service Center Manager 6/11/89 - 4/03/92
Jeanne S. Holihan 39 Assistant Vice President, DP&L 3/17/93 - 3/01/96
Treasurer, DP&L 11/06/90 - 3/17/93
I-16
EXECUTIVE OFFICERS OF THE REGISTRANT
(As of March 1, 1996)
Business Experience,
Last Five Years
(Positions with Registrant
Name Age Unless Otherwise Indicated) Dates
---- --- -------------------------- --------------------
Thomas M. Jenkins 44 Group Vice President and 6/27/95 - 3/01/96
Treasurer
Group Vice President, DP&L
Group Vice President and 5/09/94 - 6/27/95
Treasurer, DPL Inc. and DP&L
Group Vice President and 11/06/90 - 5/09/94
Treasurer
Group Vice President, DP&L
Stephen F. Koziar, Jr. 51 Group Vice President and 1/31/95 - 3/01/96
Secretary, DPL Inc. and DP&L
Group Vice President, 12/10/87 - 1/31/95
DPL Inc. and DP&L
Judy W. Lansaw 44 Group Vice President, 1/31/95 - 3/01/96
DPL Inc. and DP&L
Group Vice President and 12/07/93 - 1/31/95
Secretary, DPL Inc. and DP&L
Vice President and 8/01/89 - 12/07/93
Secretary, DPL Inc. and DP&L
Arthur G. Meyer 46 Treasurer, DP&L 6/27/95 - 3/01/96
Director, Financial Activities,
DP&L 5/09/94 - 6/27/95
Manager, South Dayton Service 1/31/94 - 5/09/94
Center
Associate General Counsel, DP&L 7/13/92 - 1/31/94
President, Dayton Business 2/01/89 - 7/13/92
Committee
Bryce W. Nickel 39 Assistant Vice President, DP&L 1/01/94 - 3/01/96
Director, Service Operations, 10/29/89 - 1/01/94
DP&L
H. Ted Santo 45 Group Vice President, DP&L 12/08/92 - 3/01/96
Vice President, DP&L 2/28/88 - 12/08/92
I-17
Item 2 - Properties
- ------------------------------------------------------------------------------
Electric
Information relating to DP&L's electric properties is
contained in Item 1 - BUSINESS, DPL INC. (pages I-1 and I-2),
CONSTRUCTION AND FINANCING PROGRAM OF DPL INC. (pages I-4 through
I-6) and ELECTRIC OPERATIONS AND FUEL SUPPLY (pages I-6 through I-
8) - Notes 2 and 5 of Notes to Consolidated Financial Statements
on pages 21 and 23, respectively, of the registrant's 1995 Annual
Report, which pages are incorporated herein by reference.
Gas
Information relating to DP&L's gas properties is contained
in Item 1 - BUSINESS, DPL INC. (pages I-1 and I-2) and GAS
OPERATIONS AND GAS SUPPLY (pages I-8 and I-9), which pages are
incorporated herein by reference.
Steam
DP&L owns two steam generating plants and the steam
distribution facility serving downtown Dayton, Ohio.
Other
DP&L owns a number of area service buildings located in
various operating centers.
Substantially all property and plant of DP&L is subject to
the lien of the Mortgage securing DP&L's First Mortgage Bonds.
Item 3 - Legal Proceedings
- ------------------------------------------------------------------------------
Information relating to legal proceedings involving DP&L is
contained in Item 1 - BUSINESS, DPL INC. (pages I-1 and I-2),
COMPETITION (pages I-2 through I-4), ELECTRIC OPERATIONS AND FUEL
SUPPLY (pages I-6 through I-8), GAS OPERATIONS AND GAS SUPPLY
(pages I-8 and I-9), RATE REGULATION AND GOVERNMENT LEGISLATION
(pages I-9 through I-12) and ENVIRONMENTAL CONSIDERATIONS (pages
I-12 and I-13) and - Note 2 of Notes of Consolidated Financial
Statements on page 21 of the registrant's 1995 Annual Report,
which pages are incorporated herein by reference.
Item 4 - Submission Of Matters To A Vote Of Security Holders
- ------------------------------------------------------------------------------
DPL Inc.'s Annual Meeting of Shareholders ("Annual Meeting")
was held on April 18, 1995. Three directors of DPL Inc. were
elected at the Annual Meeting, each of whom will serve a three
year term expiring in 1998. The nominees were elected as
follows: Thomas J. Danis, 91,287,187 shares FOR, 1,001,355
shares WITHHELD; Allen M. Hill, 91,441,712 shares FOR, 846,830
shares WITHHELD; and W August Hillenbrand, 91,426,127 shares FOR,
862,415 shares WITHHELD.
I-18
PART II
Item 5 - Market For Registrant's Common Equity And Related
Stockholder Matters
- ------------------------------------------------------------------------------
The information required by this item of Form 10-K is
set forth on pages 14, 27 and 28 of the registrant's 1995 Annual
Report, which pages are incorporated herein by reference. As of
December 31, 1995, there were 48,919 holders of record of
DPL Inc. common equity, excluding individual participants in
security position listings.
DP&L's Mortgage restricts the payment of dividends on
DP&L's Common Stock under certain conditions. In addition, so
long as any Preferred Stock is outstanding, DP&L's Amended
Articles of Incorporation contain provisions restricting the
payment of cash dividends on any of its Common Stock if, after
giving effect to such dividend, the aggregate of all such
dividends distributed subsequent to December 31, 1946 exceeds the
net income of DP&L available for dividends on its Common Stock
subsequent to December 31, 1946, plus $1,200,000. As of year
end, all earnings reinvested in the business of DP&L were
available for Common Stock dividends.
The Credit Agreement requires that the aggregate assets
of DP&L and its subsidiaries (if any) constitute not less than
60% of the total consolidated assets of DPL Inc., and that DP&L
maintain common shareholder's equity (as defined in the Credit
Agreement) at least equal to $550 million.
Item 6 - Selected Financial Data
- ------------------------------------------------------------------------------
The information required by this item of Form 10-K is
set forth on page 14 of the registrant's 1995 Annual Report,
which page is incorporated herein by reference.
Item 7 - Management's Discussion And Analysis Of Financial
Condition And Results Of Operations
- ------------------------------------------------------------------------------
The information required by this item of Form 10-K is
set forth in Note 2 of Notes to Consolidated Financial Statements
on page 21 and on pages 1, 13, 15 and 16 of the registrant's 1995
Annual Report, which pages are incorporated herein by reference.
Subsequent to the completion of the 1995 Annual Report, DP&L was
notified that the U.S. EPA amended its Record of Decision at one
superfund site, with a revised estimate for clean-up. The total
cost estimate for three sites changed from $56 million to
$61 million.
Item 8 - Financial Statements And Supplementary Data
- ------------------------------------------------------------------------------
The information required by this item of Form 10-K is
set forth on page 14 and on pages 17 through 27 of the
registrant's 1995 Annual Report, which pages are incorporated
herein by reference.
II-1
Report of Independent Accountants
on Financial Statement Schedule
---------------------------------
To the Board of Directors of DPL Inc.
Our audits of the consolidated financial statements referred to
in our report dated January 18, 1996 appearing on page 27 of the
1995 Annual Report to Shareholders of DPL Inc. (which report and
consolidated financial statements are incorporated by reference
in this Annual Report on Form 10-K) also included an audit of the
Financial Statement Schedule listed in Item 14(a) of this Form 10-
K. In our opinion, this Financial Statement Schedule presents
fairly, in all material respects, the information set forth
therein when read in conjunction with the related consolidated
financial statements.
Price Waterhouse LLP
Price Waterhouse LLP
Dayton, Ohio
January 18, 1996
II-2
Item 9 - Changes In And Disagreements With Accountants On
Accounting And Financial Disclosure
- ------------------------------------------------------------------------------
None.
PART III
Item 10 - Directors And Executive Officers Of The Registrant
- ------------------------------------------------------------------------------
Directors of the Registrant
The information required by this item of Form 10-K is
set forth on pages 2 through 5 of DPL Inc.'s definitive Proxy
Statement dated March 1, 1996, relating to the 1996 Annual
Meeting of Shareholders ("1996 Proxy Statement"), which pages are
incorporated herein by reference, and on pages I-16 and I-17 of
this Form 10-K.
Item 11 - Executive Compensation
- ------------------------------------------------------------------------------
The information required by this item of Form 10-K is
set forth on pages 9 through 15 of the 1996 Proxy Statement,
which pages are incorporated herein by reference.
Item 12 - Security Ownership Of Certain Beneficial Owners And Management
- ------------------------------------------------------------------------------
The information required by this item of Form 10-K is
set forth on pages 3 through 6 and on pages 14 and 15 of the 1996
Proxy Statement, which pages are incorporated herein by
reference.
Item 13 - Certain Relationships And Related Transactions
- ------------------------------------------------------------------------------
None.
III-1
PART IV
Item 14 - Exhibits, Financial Statement Schedule And Reports On Form 8-K
- ------------------------------------------------------------------------------
Pages of 1995 Form
10K Incorporated
by Reference
------------------
Report of Independent Accountants II-2
(a) Documents filed as part of the Form 10-K
1. Financial Statements Pages of 1995 Annual
-------------------- Report Incorporated
by Reference
--------------------
Consolidated Statement of Results of Operations
for the three years in the period ended
December 31, 1995................................. 17
Consolidated Statement of Cash Flows for the three
years in the period ended December 31, 1995....... 18
Consolidated Balance Sheet as of December 31,
1995 and 1994..................................... 19
Notes to Consolidated Financial Statements........ 20 - 26
Report of Independent Accountants................. 27
2. Financial Statement Schedule
----------------------------
For the three years in the period ended December 31, 1995:
Page No.
--------
Schedule II - Valuation and qualifying accounts IV-7
The information required to be submitted in schedules
I, III, IV and V is omitted as not applicable or not required
under rules of Regulation S-X.
IV-1
3. Exhibits
--------
The following exhibits have been filed with the Securities and
Exchange Commission and are incorporated herein by reference.
Incorporation by
Reference
----------------
2 Copy of the Agreement of Merger among Exhibit A to the 1986
DPL Inc., Holding Sub Inc. and DP&L dated Proxy Statement
January 6, 1986.......................... (File No. 1-2385)
3(a) Copy of Amended Articles of Incorporation Exhibit 3 to Report on
of DPL Inc. dated January 4, 1991, and Form 10-K for the year
amendment dated December 3, 1991......... ended December 31, 1991
(File No. 1-9052)
3(b) Copy of Amendment dated April 20, 1993 Exhibit 3(b) to Report
to DPL Inc.'s Amended Articles of on Form 10-K for the year
Incorporation............................ ended December 31, 1993
(File No. 1-9052)
4(a) Copy of Composite Indenture dated as of Exhibit 4(a) to Report
October 1, 1935, between DP&L and The on Form 10-K for the year
Bank of New York, Trustee with all ended December 31, 1985
amendments through the Twenty-Ninth (File No. 1-2385)
Supplemental Indenture...................
4(b) Copy of the Thirtieth Supplemental Exhibit 4(h) to
Indenture dated as of March 1, 1982, Registration Statement
between DP&L and The Bank of New York, No. 33-53096
Trustee..................................
4(c) Copy of the Thirty-First Supplemental Exhibit 4(h) to
Indenture dated as of November 1, 1982, Registration Statement
between DP&L and The Bank of New York, No. 33-56162
Trustee..................................
4(d) Copy of the Thirty-Second Supplemental Exhibit 4(i) to
Indenture dated as of November 1, 1982, Registration Statement
between DP&L and The Bank of New York, No. 33-56162
Trustee..................................
4(e) Copy of the Thirty-Third Supplemental Exhibit 4(e) to Report
Indenture dated as of December 1, 1985, on Form 10-K for the year
between DP&L The Bank of New York, ended December 31, 1985
Trustee.................................. (File No. 1-2385)
4(f) Copy of the Thirty-Fourth Supplemental Exhibit 4 to Report on
Indenture dated as of April 1, 1986, Form 10-Q for the quarter
Between DP&L and The Bank of New York, ended June 30, 1986
Trustee.................................. (File No. 1-2385)
IV-2
4(g) Copy of the Thirty-Fifth Supplemental Exhibit 4(h) to Report on
Indenture dated as of December 1, 1986, Form 10-K for the year
between DP&L and The Bank of New York, ended December 31, 1986
Trustee.................................. (File No. 1-9052)
4(h) Copy of the Thirty-Sixth Supplemental Exhibit 4(i) to
Indenture dated as of August 15, 1992, Registration Statement
between DP&L and The Bank of New York, No. 33-53906
Trustee..................................
4(i) Copy of the Thirty-Seventh Supplemental Exhibit 4(j) to
Indenture dated as of November 15, 1992, Registration Statement
between DP&L and The Bank of New York, No. 33-56162
Trustee..................................
4(j) Copy of the Thirty-Eighth Supplemental Exhibit 4(k) to
Indenture dated as of November 15, 1992, Registration Statement
between DP&L and The Bank of New York, No. 33-56162
Trustee..................................
4(k) Copy of the Thirty-Ninth Supplemental Exhibit 4(k) to
Indenture dated as of January 15, 1993, Registration Statement
between DP&L and The Bank of New York, No. 33-57928
Trustee..................................
4(l) Copy of the Fortieth Supplemental Exhibit 4(m) to Report on
Indenture dated as of February 15, 1993 Form 10-K for the year
Betwenn DP&L and The Bank of New York, ended December 31, 1992
Trustee.................................. (File No. 1-2385)
4(m) Copy of the Credit Agreement dated as of Exhibit 4(k) to DPL Inc.'s
November 2, 1989 between DPL Inc., the Registration Statement
Bank of New York, as agent, and the banks on Form S-3 (File No.
named therein............................ 33-32348)
4(n) Copy of Shareholder Rights Agreement Exhibit 4 to Report on
between DPL Inc. and The First National Form 8-K dated December 13,
Bank of Boston........................... 1991 (File No. 1-9052)
10(a) Description of Management Incentive Exhibit 10(c) to Report on
Compensation Program for Certain Form 10-K for the year
Executive Officers....................... ended December 31, 1986
(File No. 1-9052)
10(b) Copy of Severance Pay Agreement with Exhibit 10(f) to Report on
Certain Executive Officers............... Form 10-K for the year
ended December 31, 1987
(File No. 1-9052)
IV-3
10(c) Copy of Supplemental Executive Retirement Exhibit 10(e) to Report on
Plan amended August 6, 1991.............. Form 10-K for the year
ended December 31, 1991
(File No. 1-9052)
10(d) Amended description of Directors' Deferred Exhibit 10(d) to Report
Stock Compensation Plan effective January on Form 10-K for the year
1, 1993.................................. ended December 31, 1993
(File No. 1-9052)
10(e) Amended description of Deferred Exhibit 10(e) to Report
Compensation plan for Non-Employee on Form 10-K for the year
Directors effective January 1, 1993...... ended December 31, 1993
(File No. 1-9052)
10(f) Copy of Management Stock Incentive Plan Exhibit 10(f) to Report
amended January 1, 1993.................. on Form 10-K for the year
ended December 31, 1993
(File No. 1-9052)
18 Copy of preferability letter relating to Exhibit 18 to Report on
change in accounting for unbilled revenues Form 10-K for the year
from Price Waterhouse LLP................. ended December 31, 1987
(File No. 1-9052)
The following exhibits are filed herewith:
Page No.
--------
13 Copy of DPL Inc.'s 1995 Annual Report to
Shareholders..............................
21 Copy of List of Subsidiaries of DPL Inc...
23 Consent of Price Waterhouse LLP...........
Pursuant to paragraph (b) (4) (iii) (A) of Item 601 of Regulation
S-K, DPL Inc. has not filed as an exhibit to this Form 10-K
certain instruments with respect to long-term debt if the total
amount of securities authorized thereunder does not exceed 10% of
the total assets of DPL Inc. and its subsidiaries on a
consolidated basis, but hereby agrees to furnish to the SEC on
request any such instruments.
(b) Reports on Form 8-K
-------------------
None.
IV-4
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of
the Securities Exchange Act of 1934, the Registrant has duly
caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
DPL Inc.
Registrant
March 21, 1996 Peter H. Forster
----------------------------
Peter H. Forster
Chairman and Chief Executive
Officer
Pursuant to the requirements of the Securities Act of
1934, this report has been signed below by the following persons
on behalf of the registrant and in the capacities and on the
dates indicated.
Thomas J. Danis Director March 26, 1996
-------------------
(T. J. Danis)
Director March , 1996
-------------------
(J. F. Dicke, II)
Peter H. Forster Director, Chairman and March 21, 1996
------------------- Chief Executive Officer
(P. H. Forster) (principal executive
officer)
Ernie Green Director March 22, 1996
-------------------
(E. Green)
Director March , 1996
-------------------
(J. G. Haley)
Allen M. Hill Director, President and March 21, 1996
------------------- Chief Operating Officer
(A. M. Hill)
IV-5
Director March , 1996
--------------------
(W A. Hillenbrand)
Director March , 1996
--------------------
(D. R. Holmes)
Thomas M. Jenkins Group Vice President and March 21, 1996
-------------------- Treasurer (principal
(T. M. Jenkins) financial and accounting
officer)
Burnell R. Roberts Director March 25, 1996
--------------------
(B. R. Roberts)
IV-6
Schedule II
DPL Inc.
VALUATION AND QUALIFYING ACCOUNTS
For the years ended December 31, 1995, 1994 and 1993
- ----------------------------------------------------------------------------------------------
COLUMN A COLUMN B COLUMN C COLUMN D COLUMN E
- ----------------------------------------------------------------------------------------------
Additions
----------------
Balance at Charged Balance
Beginning to Deductions at End
Description of Period Income Other (1) of Period
- ----------------------------------------------------------------------------------------------
------------------------thousands---------------------
1995:
Deducted from accounts receivable--
Provision for uncollectible accounts... $ 7,801 $ 1,096 $ - $ 2,416 $ 6,481
1994:
Deducted from accounts receivable--
Provision for uncollectible accounts... $ 9,122 $ 1,553 $ - $ 2,874 $ 7,801
1993:
Deducted from accounts receivable--
Provision for uncollectible accounts... $10,461 $ 1,353 $ - $ 2,692 $ 9,122
(1) Amounts written off, net of recoveries of accounts previously written off.
IV-7