UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

~~Pursuant~~PURSUANT toTO ~~Section~~SECTION 13 orOR 15(dD) ofOF ~~The Securities Exchange Act of 1934~~THE

~~Date~~SECURITIES ofEXCHANGE ~~Report~~ACT ~~(Date~~OF ~~of earliest event reported)~~1934

~~November~~Date 15of report (Date of earliest event reported) December 31, 2013

APPALACHIAN POWER COMPANY ~~(Exact name of registrant as specified in its charter)~~

Virginia	333-191392	54-0124790
(State of other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

(Exact Name of Registrant as Specified in Its Charter)

1 Riverside Plaza, Columbus, Ohio	43215
1-3457	Virginia	54-0124790
(Address of principal executive offices)	(Zip Code)
(Commission File Number)	(State or Other Jurisdiction of Incorporation)	(IRS Employer Identification No.)

Registrant’s telephone number, including area code (614) 716-1000

1 Riverside Plaza, Columbus, OH	43215
(Address of Principal Executive Offices)	(Zip Code)

~~APPALACHIAN CONSUMER RATE RELIEF FUNDING LLC (Exact name of registrant as specified in its charter)~~614-716-1000

Delaware	333-191392-01	46-3706150
(State of other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

(Registrant’s Telephone Number, Including Area Code)

1 Riverside Plaza, Columbus, Ohio	43215
(Address of principal executive offices)	(Zip Code)

None

~~Registrant’s~~(Former ~~telephone~~Name ~~number~~or Former Address, ~~including~~if ~~area~~Changed ~~code~~Since ~~(614)~~Last ~~716-3627~~Report)

~~(Former~~Check ~~name~~the orappropriate ~~former~~box ~~address,~~below if ~~changed~~the ~~since~~Form ~~last~~8-K ~~report~~filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

~~Check~~[ ] Written communications pursuant to Rule 425 under the ~~appropriate~~Securities ~~box~~Act ~~below~~(17 ifCFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the ~~Form~~Exchange 8Act (17 CFR 240.14a-K12) ~~filing~~[ is] ~~intended~~Pre-commencement communications pursuant to ~~simultaneously~~Rule ~~satisfy~~14d-2(b) under the ~~filing~~Exchange ~~obligation~~Act of(17 ~~the~~CFR ~~registrant~~240.14d-2(b)) ~~under~~[ ~~any~~] ofPre-commencement communications pursuant to Rule 13e-4(c) under the ~~following~~Exchange ~~provisions:~~Act (17 CFR 240.13e-4(c))

[ITEM ]1.01 ~~Written~~Entry ~~communications~~Into ~~pursuant~~a toMaterial ~~Rule~~Definitive ~~425 under the Securities Act (17 CFR 230~~Agreement.~~425)~~

[Reference ]is ~~Soliciting~~made ~~material~~to ~~pursuant~~page to51 ~~Rule~~in ~~14a~~the Quarterly Report on Form 10-12Q for the quarterly period ended September 30, 2013 filed by Appalachian Power Company (“APCo”) under the ~~Exchange~~title ~~Act~~“Plant Transfers”. On December 31, 2013, APCo entered into an Agreement and Plan of Merger (17the ~~CFR~~“Plan ~~240~~of Merger”) dated as of December 31, 2013 with Newco Appalachian Inc.~~14a~~ (“Newco”). Newco was an affiliate of APCo and, at the time of the merger, a wholly-12owned subsidiary of APCo. APCo is a wholly-owned subsidiary of American Electric Power Company, Inc. (“AEP”).

[Pursuant ]to ~~Pre-commencement~~the ~~communications~~Plan ~~pursuant~~of Merger, Newco merged with and into APCo (the “Merger”) on December 31, 2013. Prior to ~~Rule~~the ~~14d~~Merger, Newco was an affiliate of APCo. As a result of the Merger, APCo assumed the assets and liabilities of Newco. The assets of Newco consisted of a two-2thirds ownership (b867 megawatts) in Amos Plant, Unit 3 located in West Virginia (the “Generation Assets”). The liabilities of Newco included certain indebtedness (the “Generation Debt”) consisting of $300 million indebtedness under the ~~Exchange~~Credit ~~Act~~Agreement (17defined ~~CFR~~below) ~~240~~and an $86 million affiliated note payable to AEP Generation Resources Inc.~~14d-2~~ (b"AGR") (the "Affiliated Note") with terms and conditions that parallel the $86 million principal amount of West Virginia Economic Development Authority Bonds, Series 2010A, due 2043 originally issued by Ohio Power Company (the “Original Bonds”). The Affiliated Note transferred the economic effect of the Original Bonds from AGR to Newco.

[The ]Federal ~~Pre-commencement~~Energy ~~communications~~Regulatory ~~pursuant~~Commission to(“FERC”) ~~Rule~~approved ~~13e-4~~the Merger in an order issued in April 2013. The Virginia State Corporation Commission (c“Virginia SCC”) ~~under~~and the ~~Exchange~~West ~~Act~~Virginia ~~(17~~Public ~~CFR~~Service ~~240.13e-4~~Commission (c“WVPSC”)) approved the Merger in orders issued in July 2013 and December 2013, respectively.

~~Item~~ITEM 82.~~01.~~03 ~~Other~~Creation ~~Events~~of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

OnReference ~~November~~is 15made to the Current Report on Form 8-K filed on July 19, 2013, ~~Appalachian~~by Ohio Power Company (~~“APCo”~~"OPCo"), AGR, AEP, APCo and ~~Appalachian~~certain ~~Consumer~~other ~~Rate~~affiliates ~~Relief~~disclosing ~~Funding~~the ~~LLC~~execution of a term credit facility due in May 2015 (the “~~Issuing~~Credit ~~Entity~~Agreement”) ~~issued~~with unaffiliated lenders named therein. OPCo entered into and borrowed amounts under the ~~Senior~~Credit ~~Secured~~Agreement ~~Consumer~~to ~~Rate~~provide ~~Relief~~liquidity ~~Bonds~~during asits ~~described~~corporate inseparation process and the ~~Preliminary~~subsequent ~~Prospectus~~transfer ~~Supplement~~of ~~dated~~its ~~November~~generation 1assets and liabilities. Under the Credit Agreement, ~~2013~~OPCo ~~and~~may assign borrowings to AGR upon the ~~Final~~transfer ~~Prospectus~~of ~~Supplement~~OPCo’s ~~dated~~generation ~~November~~assets 6to AGR, ~~2013~~and AGR may reassign a portion of those borrowings to affiliates, including APCo, that contemporaneously receive a portion of such generation assets from AGR. In ~~connection~~a ~~with~~transaction ~~this~~occurring ~~issuance~~on ~~APCo~~December 31, 2013, AGR transferred to Newco the Generation Assets and the ~~Issuing~~Generation ~~Entity~~Debt ~~entered~~(including ~~into~~a portion of the ~~agreements~~obligations ~~listed~~under ~~below~~the Credit Agreement in ~~Item 9.01~~the ~~which~~amount ~~are~~of ~~annexed~~$300 ~~hereto~~million asand ~~exhibits~~an $86 tomillion ~~this~~Affiliated ~~Current~~Note ~~Report~~relating onto ~~Form~~the ~~8-K~~Original Bonds).

~~Item~~As 9a result of the Merger of Newco with and into APCo, (i) APCo succeeded to the obligations of Newco under the Credit Agreement in an amount of $300 million (variable interest rate, due 2015) and APCo became a formal party obligor under the Credit Agreement as a borrower in the amount of the same $300 million, and (ii) APCo succeeded to the obligations of Newco under the $86 million Affiliated Note (3.~~01.~~125% ~~Financial~~interest ~~Statements~~rate, due 2043), which note parallels the terms and ~~Exhibits~~conditions of the Original Bonds.

~~(a)~~ITEM ~~Not~~2.06 ~~applicable~~Material Impairments.

In July 2013, the Virginia SCC approved the transfer of OPCo’s two-thirds ownership (b867 megawatts) ~~Not~~in ~~applicable~~Amos Plant, Unit 3 to APCo but, for rate purposes, reduced the proposed transfer price by $83 million pretax. The Virginia jurisdictional share of the reduced price is approximately $39 million pretax. In December 2013, the WVPSC issued an order that approved the transfer of OPCo’s two-thirds interest in the Amos Plant, Unit 3 to APCo but deferred a final decision related to the $83 million pretax reduction in transfer price until APCo’s next base rate case. The West Virginia and FERC jurisdictional share of the potential reduced transfer price is approximately $44 million pretax. Upon evaluation, management believes the West Virginia jurisdictional share is probable of recovery. As a result of the Virginia order, management concluded that APCo has a material regulatory disallowance related to the Amos Plant, Unit 3. Management currently estimates that this regulatory disallowance will result in a pretax charge in the fourth quarter of 2013 of approximately $39 million. The regulatory disallowance will not result in any future cash expenditures.

~~(c)~~ITEM ~~Not~~9.01 ~~applicable~~Financial Statements and Exhibits.

(d) Exhibits.:

Exhibit No.	Description of Exhibit
1.1	Underwriting Agreement, dated as of November 6, 2013, among Appalachian Consumer Rate Relief Funding LLC (the “Issuing Entity”), Appalachian Power Company (“APCo”) and Morgan Stanley & Co. LLC and RBS Securities Inc., as representatives of the several underwriters.*
4.1	Indenture, dated as of November 15, 2013, between the Issuing Entity and U.S. Bank National Association, as Indenture Trustee (the “Indenture Trustee”).
99.1	Servicing Agreement, dated as of November 15, 2013, between the Issuing Entity and APCo, as servicer.
99.2	Consumer Rate Relief Property Sale Agreement, dated as of November 15, 2013, between the Issuing Entity and APCo, as seller.
99.3	Administration Agreement, dated as of November 15, 2013, between the Issuing Entity and APCo, as administrator.
99.5	Opinion of Sidley Austin LLP with respect to constitutional matters.
99.6	Opinion of Jackson Kelly, PLLC with respect to constitutional matters.
99.7	Series Supplement, dated as of November 15, 2013, between the Issuing Entity and the Indenture Trustee.

Exhibit

Number

Title

*2.1 ~~Filed~~Agreement asand anPlan ~~exhibit~~of toMerger ~~Form~~dated ~~8-K~~as ~~dated~~of ~~November~~December 1231, 2013, by and between Newco Appalachian Inc. and Appalachian Power Company.

~~SIGNATURES~~4.1 Credit Agreement dated as of July 17, 2013, by and among American Electric Power Company, Inc., Appalachian Power Company, AEP Generation Resources Inc., Kentucky Power Company and Ohio Power Company and the initial lenders named therein (incorporated by reference to Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2013 filed by Appalachian Power Company, Exhibit 4).

~~Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~SIGNATURE

~~APPALACHIAN~~Pursuant ~~POWER~~to ~~COMPANY~~the ~~/s/~~requirements ~~Thomas~~of G.the ~~Berkemeyer~~Securities ~~By:~~Exchange ~~Thomas~~Act G.of ~~Berkemeyer~~1934, ~~Title:~~each ~~Assistant~~Registrant ~~Secretary~~has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

APPALACHIAN ~~CONSUMER~~POWER ~~RATE~~COMPANY ~~RELIEF~~By: ~~FUNDING LLC~~ /s/ Thomas G. Berkemeyer ByName: Title: Thomas G. Berkemeyer ~~Title:~~ Assistant Secretary

~~Date: November~~January 187, ~~2013~~2014

INDEX TO EXHIBITS

Exhibit No.	Description of Exhibit
1.1	Underwriting Agreement, dated as of November 6, 2013, among Appalachian Consumer Rate Relief Funding LLC (the “Issuing Entity”), Appalachian Power Company (“APCo”) and Morgan Stanley & Co. LLC and RBS Securities Inc., as representatives of the several underwriters.*
4.1	Indenture, dated as of November 15, 2013, between the Issuing Entity and U.S. Bank National Association, as Indenture Trustee (the “Indenture Trustee”).
99.1	Servicing Agreement, dated as of November 15, 2013, between the Issuing Entity and APCo, as servicer.
99.2	Consumer Rate Relief Property Sale Agreement, dated as of November 15, 2013, between the Issuing Entity and APCo, as seller.
99.3	Administration Agreement, dated as of November 15, 2013, between the Issuing Entity and APCo, as administrator.
99.5	Opinion of Sidley Austin LLP with respect to constitutional matters.
99.6	Opinion of Jackson Kelly, PLLC with respect to constitutional matters.
99.7	Series Supplement, dated as of November 15, 2013, between the Issuing Entity and the Indenture Trustee.

* Filed as an exhibit to Form 8-K dated November 12, 2013.

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