UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported) ~~March~~May 612, ~~2019~~2020

APPALACHIAN POWER COMPANY

(Exact Name of Registrant as Specified in Its Charter)

1-3457	Virginia	54-0124790
Virginia	1-3457	54-0124790
(Commission File Number)	(State or Other Jurisdiction of Incorporation)	(IRS Employer Identification No.)
(State or Other Jurisdiction of	(Commission File Number)	(IRS Employer Identification
Incorporation)		No.)



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

(Registrant's Telephone Number, Including Area Code) (614-) 716-1000

(Registrant's Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[☐ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [☐ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [☐ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [☐ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) [ ] Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). [ ] If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Securities registered pursuant to Section 12(b) of the Act:



Title of each class	Trading Symbol(s)	Name of each exchange on which registered



Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
	☐

Item 8.01. Other Events

On ~~March~~May 412, ~~2019~~2020, Appalachian Power Company (the “Company”) entered into an Underwriting Agreement with ~~BNP~~Citigroup ~~Paribas~~Global ~~Securities~~Markets ~~Corp~~Inc., ~~J.P.~~Credit ~~Morgan~~Suisse Securities (USA) LLC, ~~MUFG~~PNC ~~Securities~~Capital ~~Americas~~Markets ~~Inc.~~LLC, and ~~SMBC~~Wells Fargo Securities, ~~America~~LLC ~~Inc.~~ as representatives of the underwriters named therein (collectively, the “Underwriters”), relating to the offering and sale by the Company of $~~400~~500,000,000 aggregate principal amount of 43.5070% Senior Notes, Series YZ, due ~~2049~~2050 (the “Notes”).

Item 9.01. Financial Statements and Exhibits

1(a)	Underwriting Agreement, dated ~~March~~May 412, ~~2019~~2020, between the Company and the Underwriters, as representatives of the several underwriters named in Exhibit 1 thereto, in connection with the sale of the Notes.
4(a)	Company Order and Officer’s Certificate, between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee, dated ~~March~~May 614, ~~2019~~2020, establishing the terms of the Notes.
4(b)	Form of the Notes (included in Exhibit 4(a) hereto).
5(a)	Opinion of ~~Thomas~~William GE. ~~Berkemeyer~~Johnson regarding the legality of the Notes.

SIGNATURE

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, thereunto duly authorized.



	APPALACHIAN POWER COMPANY


	By: /s/ William E. Johnson
	Name: William E. Johnson
	Title: Assistant Secretary

~~March~~May 614, ~~2019~~2020

EXHIBIT INDEX

Exhibit Number	Description
1(a)	Underwriting Agreement, dated March 4, 2019, between the Company and the Underwriters, as representatives of the several underwriters named in Exhibit 1 thereto, in connection with the sale of the Notes.
4(a)	Company Order and Officer’s Certificate, between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee, dated March 6, 2019, establishing the terms of the Notes.
4(b)	Form of the Notes (included in Exhibit 4(a) hereto).
5(a)	Opinion of Thomas G. Berkemeyer regarding the legality of the Notes.

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