Kentucky Public Service Commission

Final Order Entered: 1. This case is opened to address certain outstanding petitions for confidential treatment. 2. The petitions for confidential treatment listed in Appendix B to this Order are granted. 3. The granting of these petitions shall not be cited as precedent in other proceedings before the Commission. 4. All movants shall review the petitions to determine if the material for which confidential treatment was requested still warrants confidential treatment. 5. A movant shall inform the Commission in writing, and filed in the original case file, if it determines that the information contained in a petition that is granted by this Order no longer warrants confidential treatment. 6. The Commission shall make available for inspection, upon request, any materials that a movant determines no longer warrants confidential treatment. 7. This case is closed and removed from the Commission's docket.

Order Entered: Kentucky Power's Motion to Strike Exhibit A to the Attorney General's Petition for Rehearing is granted.

Order Entered: Movant's motion for confidential protection is hereby granted.

Order Entered: Movant's motion for confidential protection is hereby granted.

Order Entered: that Petitioner's petition for rehearing is denied as beyond the scope of the Commission's jurisdiction under KRS 278.400.

Order Entered: The AG's petition for rehearing is denied.

Attorney General's Reply to Kentucky Power Company Regarding Petition for Rehearing

Kentucky Power Company's Motion to Strike Exhibit A to the Attorney General's Petition for Rehearing

Kentucky Power Company's Motion for Confidential Treatment

Kentucky Power Company's Response in Opposition to Attorney General's Petition for Rehearing

Kentucky Power Company's Response in Opposition to Lawrence County, Kentucky's Petition for Rehearing on Motion to Intervene

Lawrence County, Kentucky's Petition for Rehearing on Motion to Intervene

Attorney General_Petition for Rehearing

Order Entered: 1. Movant’s motion for confidential treatment is granted. 2. The materials for which Movant seeks confidential treatment shall not be placed in the public record or made available for public inspection for an indefinite period of time that is no longer than the operating life of the Mitchell Generating Station. 3. Use of the materials in question in any commission proceeding shall be in compliance with 807 KAR 5:001, Section 13(9). 4. Movant shall inform the Commission if the materials in question become publicly available or no longer qualify for confidential treatment. 5. If a non-party to this proceeding requests to inspect materials granted confidential treatment by this Order and the period during which the materials have been granted confidential treatment has not run, Movant shall have 20 days from receipt of written notice of the request to demonstrate that the materials still fall within the exclusions from disclosure requirements established in KRS 61.878. If Movant is unable to make such demonstration, the requested materials shall be made available for inspection. Otherwise, the Commission shall deny the request for inspection. 6. The Commission shall not make the requested materials available for inspection 20 days following an Order finding that the material no longer qualifies for confidential treatment in order to allow Movant to seek a remedy afforded by law.

Order Entered: 1. Movant’s motion for confidential treatment is granted. 2. The information for which Movant seeks confidential treatment should not be placed in the public record or made available for public inspection for a period of five years from the date of this Order. 3. Use of the materials in question in any Commission proceeding shall be in compliance with 807 KAR 5:001, Section 13(9). 4. Movant shall inform the Commission if the materials in question become publicly available or no longer qualify for confidential treatment. 5. If a non-party to this proceeding requests to inspect materials granted confidential treatment by this Order and the period during which the materials have been granted confidential treatment has not run, Movant shall have 20 days from receipt of written notice of the request to demonstrate that the materials still fall within the exclusions from disclosure requirements established in KRS 61 .878. If Movant is unable to make such demonstration, the requested materials shall be made available for inspection. Otherwise, the Commission shall deny the request for inspection. 6. The Commission shall not make the requested materials available for inspection 20 days following an Order finding that the materials no longer qualify for confidential treatment in order to allow Movant to seek a remedy afforded by law.

Order Entered: 1. Movant’s motion for confidential treatment is granted. 2. The identified information contained in the Weaver Rebuttal and in Movant’s responses to KIUC 2-55 shall not be placed in the public record or made available for public inspection for a period of 20 years from the date of this Order. 3. Use of the materials in question in any Commission proceeding shall be in compliance with 807 KAR 5:001, Section 13(9). 4. Movant shall inform the Commission if the materials in question become publicly available or no longer qualify for confidential treatment. 5. If a non-party to this proceeding requests to inspect materials granted confidential treatment by this Order and the period during which the materials have been granted confidential treatment has not run, Movant shall have 20 days from receipt of written notice of the request to demonstrate that the materials still tall within the exclusions from disclosure requirements established in KRS 61.878. If Movant is unable to make such demonstration, the requested materials shall be made available for inspection. Otherwise, the Commission shall deny the request for inspection. 6. The Commission shall not make the requested materials available for inspection 20 days following an Order finding that the material no longer qualifies for confidential treatment in order to allow Movant to seek a remedy afforded by law.

Order Entered: 1. Movant’s motion for confidential treatment is granted. 2. The information identified herein shall not be placed in the public record or made available for public inspection for a period of 20 years from the date of this Order. 3. Use of the materials in question in any Commission proceeding shall be in compliance with 807 KAR 5:001, Section 13(9). 4. Movant shall inform the Commission if the materials in question become publicly available or no longer qualify for confidential treatment. 5. If a non-party to this proceeding requests to inspect materials granted confidential treatment by this Order and the period during which the materials have been granted confidential treatment has not run, Movant shall have 20 days from receipt of written notice of the request to demonstrate that the materials still fall within the exclusions from disclosure requirements established in KRS 61.878. If Movant is unable to make such demonstration, the requested materials shall be made available for inspection. Otherwise, the Commission shall deny the request for inspection. 6. The Commission shall not make the requested materials available for inspection 20 days following an Order finding that the material no longer qualities for confidential treatment in order to allow Movant to seek a remedy afforded by law.

Final Order Entered:

Kentucky Power's supplemental Response to Staff 1-66

Kentucky Power's supplemental Response to Item No. 66

Kentucky Power's Supplemental Response to KIUC Items No. 89, 90, and 93

KIUC's Post-Hearing Brief

Kentucky Power Company's Post Hearing, Brief, Notice of Filing Transcript, Transcript, and Motion for Confidential Treatment

Kentucky Power Company's Post Hearing, Brief, Notice of Filing Transcript, Transcript, and Motion for Confidential Treatment

Kentucky Power Company's Post Hearing, Brief, Notice of Filing Transcript, Transcript, and Motion for Confidential Treatment

Kentucky Power Company's Post Hearing, Brief, Notice of Filing Transcript, Transcript, and Motion for Confidential Treatment

Kentucky Power Company's Post Hearing, Brief, Notice of Filing Transcript, Transcript, and Motion for Confidential Treatment

Kentucky Power Company's Post Hearing, Brief, Notice of Filing Transcript, Transcript, and Motion for Confidential Treatment

Kentucky Power Company's Post Hearing, Brief, Notice of Filing Transcript, Transcript, and Motion for Confidential Treatment

Attorney General's Post Hearing Brief

Alexander Desha, Tom Vierheller, Beverly May, and Sierra Club's Post-Hearing Brief

Kentucky Power Company Supplemental Response to Hearing Data Request Item No 1

Kentucky Power Company Responses to KIUC First Set of Data Requests No 89, 90, and 93 and to Commission Staff's First Set of Data Requests No 66

Memorandum dated 7/29/13 for Informal Conference of 6/27/13; Comments, if any, due 8/6/13

Kentucky Power Company Responses to AG's Post Hearing Data Requests

Kentucky Power Company Response to KIUC's Post Hearing Data Requests

Kentucky Power Company Responses to Commission Staff's Post Hearing Data Requests and Motion for Confidential Treatment

Notice of Filing Hearing Documents

Order Entered: EnerNOC's motion to intervene is denied.

Kentucky Power Company Responses to Staff's Fifth Set of Data Request and a Motion for Confidential Treatment

Kentucky Power Company Notice of Filing of Stipulation and Settlement Agreement

Kentucky Power Company Supplemental Testimony of Ranie K Wohnhas

EnerNOC Inc Reply in Support of its Motion for Leave to Intervene

Lawrence County Kentucky's Reply To Kentucky Power Company’s Response In Opposition To Motion To Intervene

Memorandums dated 6/28/2013 for Informal Conferences of 5/16/2013, 5/22/2013 and 5/24/2013; Comments, if any, due within seven days of receipt

Order Entered: Petitioner's request for intervention is denied.

Kentucky Power Company Supplemental Testimony of Munczinski, Weaver, Karrasch and Motion for Confidential Treatment

Kentucky Power Company Notice of Filing Of Exhibits In Response In Opposition To EnerNOC Inc's Motion To Intervene

Commission Staff's Notice of Informal Conference

Kentucky Power Company's Response In Opposition To Lawrence County's Motion to Intervene

Kentucky Power Company's Response In Opposition To EnerNOC Inc's Motion To Intervene

Commission Staff's Fifth Request for Information to Kentucky Power Company

Rocky Adkins Letter In Support of Lawrence County's Motion to Intervene

Kentucky Power Company Supplemental Responses to Staff and KIUC First Set of Data Requests

Lawrence County Kentucky's Motion to Intervene

EnerNOC Inc Motion for Leave to Intervene

Notice of Filing Hearing Documents

Kentucky Power Company's Motion to Deviate From The Commission's Rules and To File Its Response In Opposition To Lawrence County's Motion To Intervene Out Of Time

Kentucky Power Company's Response In Opposition To Lawrence County's Motion To Intervene

Lawrence County Kentucky Motion to Intervene

Order Entered: that Hector Garcia is admitted pro hac vice for the purpose of representing Kentucky Power Company in the above-styled proceeding, provided that Mark R. Overstreet or another member of the Kentucky Bar Association acts as co-counsel and is present at any and all proceedings before this Commission.

Order Entered; that Robb Kapla is admitted pro hac vice for the purpose of representing the Sierra Club in the above-styled proceeding, provided that Joe F. Childers or another member of the Kentucky Bar Association acts as co-counsel and is present at any and all proceedings before this Commission.

Order Entered: (1) The formal evidentiary hearing scheduled to begin May 29,2013 shall be continued until July 10, 2013 at 10:00 a.m. EDT in Hearing Room 1 of the Commission's offices for the purpose of taking evidence and cross-examination of Kentucky Power's application and any non-unanimous settlement agreement. (2) The May 29, 2013 hearing shall commence solely for the purpose of taking public comments. (3) Kentucky Power shall file no later than June 28, 2013, an analysis of the net present value revenue requirements of the bids received in response to the March 29,2013 solicitation.

Order Entered: Upon a motion filed by Kentucky Power Company on May 20, 2013, an informal conference will be scheduled on Wednesday, May 22, 2013, at 9:30 a.m. Eastern Daylight Time, in Hearing Room 2 of the Commission’s offices located at 211 Sower Boulevard, Frankfort, Kentucky. The purpose of the requested informal conference is to consider the possibility of a settlement in this matter.

Kentucky Power Company Notice of Filing of Proof of Publication

Kentucky Power Company's Notice of Filing of Executed Memorandum of Understanding Regarding Stipulation and Settlement Agreement Among Kentucky Power Company, Sierra Club, and KIUC

Kentucky Power Company Motion for Confidential Treatment

Kentucky Power Company Supplemental Responses to Commission Staffs First Set of Data Requests Item No 66

Kentucky Power Company Responses to Commission Staffs Fourth Set of Data Requests

Kentucky Power Company Supplemental Response to KIUC First Set of Data Requests Items No 89, 90 and 93

Kentucky Power Company Response to KIUC Letter

Order Entered: an informal conference shall be held on Wednesday, May 22, 2013 at 9:30 a.m.

Kentucky Power Company Motion for Informal Conference

Sierra Club Motion for Admission Pro Hac Vice

Commission Staff's Fourth Request for Information to Kentucky Power Company

Order Entered: Informal conference shall be held on May 16, 2013, at 9:30 a.m. Eastern Daylight Time in Hearing Room 2 of the Commission’s offices located at 211 Sower Boulevard, Frankfort, Kentucky.

Alexander Desha, Tom Vierheller, Beverly May, and Sierra Club's Motion to Amend Procedural Schedule

KIUC Correspondence to Kentucky Power Company Regarding Rebuttal Testimony Workpapers

Kentucky Power Company Amended Motion For Leave to Appear Pro Hac Vice

Kentucky Power Company Motion for Informal Conference

Kentucky Power Motion For Leave to Appear Pro Hac Vice

Kentucky Power Company Compliance Of Commission Order

Order Entered: Kentucky Power’s motion to hire a reporter to attend and produce a transcript of the May 29, 201 3 hearing is granted. Kentucky Power shall directly pay all costs for the reporter. Kentucky Power shall file a notice no later than May 20, 2013 setting forth the name and qualifications of the reporter it has hired for the May 29, 2013 hearing.

Kentucky Power Company Rebuttal Testimony

Kentucky Power Company Motion for Confidentiality

KIUC's Amended Responses to Commission Staff's First Request for Information

KIUC's Amended Responses to Kentucky Power Company's First Request For Information

KIUCs Amended Direct Testimony and Exhibits of Philip Hayet

KIUC Letter Regarding Confidential Information

Alexander Desha, Tom Vierheller, Beverly May, and the Sierra Club's Response to Kentucky Power Company's Data Requests Attachments for the Said Filing Regarding Data Response No. 16

Alexander Desha, Tom Vierheller, Beverly May, and the Sierra Club's Motion for an Extension of Time to File Responses to Commission Staff's First Request for Information and Kentucky Power Company's First Request for Information

Alexander Desha, Tom Vierheller, Beverly May, and The Sierra Club's Response to Kentucky Power Company's Data Request and a certificate of service in docket 2012-578 before the PSC.

KIUC Motion to Deviate From Rule Governing Filing of Copies

KIUC's Responses to Commission Staff's First Request for Information

KIUC's Responses to Kentucky Power Company's First Request for Information

KIUC's Responses to Kentucky Power Company's First Request for Information Q 1-28

KIUC's Responses to Kentucky Power Company's First Request for Information Q 1-3

Kentucky Power Company Supplemental Response to AG Supplemental Data Requests Item No. 29

Kentucky Power Company Supplemental Response to KIUC First Set of Data Requests Item No 93

Kentucky Power Company Supplemental Response to KIUC Supplemental Data Requests Item No 36

Alexander Desha, Tom Vierheller, Beverly May, and The Sierra Club's Response to Commission Staff's First Requests for Information

Kentucky Power Company's Notice of Filing of Supplemental Data Request Responses and Affidavit of Jeffrey D. Lafleur

Kentucky Power Company Response to Commission Staff's Third Set of Data Request

Order Entered: Shannon W. Fisk is admitted pro hac vice for the purpose of representing Alexander DeSha, Tom Vierheller, Beverly May, and the Sierra Club in the above-styled proceeding, provided that Joe Childers or another member of the Kentucky Bar Association acts as co-counsel and is present at any and all proceedings before this Commission.

Kentucky Power Company Petition for Confidential Treatment

Kentucky Power Company Notice of Filing of Corrected and Supplemental Data Request Responses

Kentucky Power Company Response to Alexander Desha, Tom Vierheller, Beverly May, and Sierra Club's First Set of Data Request Item No 18

Kentucky Power Company Supplemental Response to AG's First Set of Data Request Item No 25

Kentucky Power Company Response to KIUC First Set of Data Requests Item No 44

Kentucky Power Company Supplemental Response to Commission Staff's Second Set of Data Requests Item No 66

Kentucky Power Company Supplemental Response to KIUC First Set of Data Requests Items No. 89, 90, and 93

Kentucky Power Company's Motion for The Preparation of a Stenographic Transcription

Order Entered: That the formal evidentiary hearing previously scheduled for May 22, 2013 pursuant to our March 4, 2013 Order is rescheduled to May 29, 2013, at 1O:OO a.m., Eastern Daylight Time, in Hearing Room 1 of the Commission’s offices. All of the other provisions of the March 4, 2013 procedural schedule shall remain in full force and effect.

Commission Staff's First Request for Information to the Sierra Club

Commission Staff's First Request for Information to Kentucky Industrial Utility Customers, Inc.

Kentucky Power Company Data Request to Alexander Desha, Tom Vierheller, Beverly May, and The Sierra Club and Data Requests to KIUC Inc

Kentucky Power Company Data Request to Alexander Desha, Tom Vierheller, Beverly May, and The Sierra Club and Data Requests to KIUC Inc

Sierra Club Motion for Admission of Shannon W. Fisk Pro Hac Vice

Commission Staff's Third Request for Information to Kentucky Power Company

Kentucky Power Company Notice of Filing of the Verification of Ranie K. Wohnhas

KIUC Letter Regarding Confidential Testimony and Exhibits of Lane Kollen

KIUC's Direct Testimony and Exhibits of Lane Kollen and Philip Hayet

KIUC's Direct Testimony and Exhibits of Lane Kollen and Philip Hayet

Sierra Club's Direct Testimony and Exhibits of Tim Woolf

Kentucky Power Company's Supplemental Response to KIUC and Commission Staff Request for Information and Motion for Confidential Treatment

Kentucky Power Company's Supplemental Response to KIUC and Commission Staff Request for Information and Motion for Confidential Treatment

Kentucky Power Co Responses to Commission Staff, KIUC, AG, Sierra Club, Supplemental Responses to Commission Staff and KIUC and Motion for Confidentiality and Motion to Deviate

Kentucky Power Co Responses to Commission Staff, KIUC, AG, Sierra Club, Supplemental Responses to Commission Staff and KIUC and Motion for Confidentiality and Motion to Deviate

Kentucky Power Co Responses to Commission Staff, KIUC, AG, Sierra Club, Supplemental Responses to Commission Staff and KIUC and Motion for Confidentiality and Motion to Deviate

Kentucky Power Co Responses to Commission Staff, KIUC, AG, Sierra Club, Supplemental Responses to Commission Staff and KIUC and Motion for Confidentiality and Motion to Deviate

Kentucky Power Co Responses to Commission Staff, KIUC, AG, Sierra Club, Supplemental Responses to Commission Staff and KIUC and Motion for Confidentiality and Motion to Deviate

Kentucky Power Co Responses to Commission Staff, KIUC, AG, Sierra Club, Supplemental Responses to Commission Staff and KIUC and Motion for Confidentiality and Motion to Deviate

Kentucky Power Co Responses to Commission Staff, KIUC, AG, Sierra Club, Supplemental Responses to Commission Staff and KIUC and Motion for Confidentiality and Motion to Deviate

Kentucky Power Co Supplemental Responses to KIUC and Sierra Club

Memo Filing Executed Letter of Agreement into the Record

KIUC Inc.’s Supplemental Data Request to Kentucky Power Company

COMMISSION STAFF’S SECOND INFORMATION REQUEST TO KENTUCKY POWER COMPANY

Sierra Club Supplemental Requests to Information from Kentucky Power Company

Attorney General's Supplemental Requests for Information To Kentucky Power Company

Order Entered: KIUC’s motion to amend the procedural schedule is granted. The procedural schedule set forth in the Appendix to this Order is substituted for and replaces the procedural schedule set forth in the Appendix to the Commission’s Order of January 25, 201 3. 3. All provisions of the Commission’s January 25, 2013 Order that do not conflict with this Order shall remain in full force and effect. The official record of these proceedings shall be by video only. Kentucky Power shall publish notice of this hearing in compliance with the provisions set out in 807 KAR 5:001, Section (9)(2). 6. Any request to cancel or postpone this hearing shall be made by motion filed with the Commission at least one week before the hearing is scheduled to commence .

Kentucky Power Company supplemental filing and motion for confidentiality

KIUC motion to amend procedural schedule

Kentucky Power Company's Motion to Deviate, Motion for Confidentiality, and Responses to Commission Staff, KIUC, AG, and Sierra Club Requests for Information

Kentucky Power Company's Motion to Deviate, Motion for Confidentiality, and Responses to Commission Staff, KIUC, AG, and Sierra Club Requests for Information

Kentucky Power Company's Motion to Deviate, Motion for Confidentiality, and Responses to Commission Staff, KIUC, AG, and Sierra Club Requests for Information

Kentucky Power Company's Motion to Deviate, Motion for Confidentiality, and Responses to Commission Staff, KIUC, AG, and Sierra Club Requests for Information

Kentucky Power Company's Motion to Deviate, Motion for Confidentiality, and Responses to Commission Staff, KIUC, AG, and Sierra Club Requests for Information

Memo dated 2/14/2013 filing documents into the record

Order Entered: Prior Commission approval is not required pursuant to KRS 278.020(5) and KRS 278.020(6) for the merge of NEWCO Kentucky and Kentucky Power.

Order Entered: (1) The petition of Sierra Club to intervene is granted. (2) Sierra Club shall be entitled to the full rights of a party and shall be served with the Commission's Orders and with filed testimony, exhibits, pleadings, correspondence, and all other documents submitted by parties after the date of this Order. (3) Should Sierra Club file documents of any kind with the Commission in the course of these proceedings, Sierra Club shall also serve a copy of said documents on all other parties of record.

KIUC first set of data requests to Ky Power Company

Commission Staff's First Request for Information to Kentucky Power Company

AG initial request for information to Kentucky Power Company

Alexander Desha, Tom Vierheller, Beverly May, and Sierra Club's Initial Requests for Information from Kentucky Power Company

Letter and Letter of Agreement Regarding Consultants

Petition of Alexander Desha, Tom Vierheller, Beverly May and Sierra Club for full intervention

Order Entered: 1. Kentucky Power’s request for approval to assume certain liabilities in connection with the transfer of the Mitchell generation station is continued beyond the 60-day period specified in KRS 278.300(2). 2. The procedural schedule set forth in the Appendix shall be followed. 3. a. Responses shall be appropriately bound and shall include the name of the witness responsible for responding to the questions. b. Each response shall be answered under oath, be accompanied by a signed certification of the preparer or person supervising the preparation of the response on behalf of the entity that the response is true and accurate to the best of that person’s knowledge. c. Any party shall make timely amendment to any prior response if it obtains information which indicates that the response was incorrect when made. d. For any request to which a party fails or refuses to furnish all or part of the requested information, that party shall provide a written explanation. 4. All parties shall respond to any requests for production of documents that Commission Staff submits. 5. Any party filing testimony shall file an original and ten copies. 6. At any public hearing in this matter, neither opening statements nor summarization of direct testimonies shall be permitted. 7. Motions for extensions of time with respect to the schedule herein shall be made in writing.

Letter sent to Mike Kurtz from Mark Overtstreet concerning letter of Jan 7,13

No deficiency letter

Order Entered: 1. The petition of KIUC to intervene is granted. 2. KlUC shall be entitled to the full rights of a party and shall be served with the Commission’s Orders and with filed testimony, exhibits, pleadings, correspondence, and all other documents submitted by parties after the date of this Order. 3. Should KlUC file documents of any kind with the Commission in the course of these proceedings, KlUC shall also serve a copy of said documents on all other parties of record.

Order Entered: The motion is granted and the Attorney General is hereby made a party to these proceedings.

Attorney General's Motion to Intervene

Petition to intervene of KIUC Inc.

Acknowledge Receipt of Filing

Kentucky Power Company's Application for (1) A CPC&N Authorizing the Transfer to the Company of an Undivided Fifty Percent Interest in the Mitchell Generating Station and Associated Assets; (2) Approval of the Assumption by Kentucky Power Company of Certain Liabilities in Connection with the Transfer of the Mitchell Generating Station; (3) Declaratory Rulings; (4) Deferral of Costs Incurred in Connection with the Company's Efforts to Meet Federal Clean Air Act and Related Requirements; and (5) All Other required Approvals and Relief and Motion for Confidential Treatment