FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * SANDOR RICHARD L   2. Issuer Name and Ticker or Trading Symbol AMERICAN ELECTRIC POWER CO INC [AEP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 1 RIVERSIDE PLAZA, 29TH FLOOR 3. Date of Earliest Transaction (Month/Day/Year) 03/31/2004 (Street) COLUMBUS, OH 43215 4. If Amendment, Date Original Filed(Month/Day/Year) 04/01/2004 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Phantom Stock Unit (1)

$ 0 (2)

03/31/2004

A

227

(2)

(2)

Common Stock

227

$ 0 (2)

1,877 (3) (6)

D

Phantom Stock Unit (4)

$ 0 (2)

03/31/2004

A

456

(2)

(2)

Common Stock

456

$ 0 (2)

5,432 (5) (6)

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
SANDOR RICHARD L 1 RIVERSIDE PLAZA, 29TH FLOOR COLUMBUS, OH 43215	X

Signatures

Thomas G. Berkemeyer as Attorney-in-Fact for Richard L. Sandor		02/02/2005
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Acquisition pursuant to the AEP Deferred Compensation and Stock Plan for Non-Employee Directors.
(2)	Stock Units are payable in cash upon termination of service unless the director has elected to defer payment for a period that results in payment commencing not later than five years thereafter.
(3)	Includes 16 units of reinvested dividends for 1st Quarter 2004 pursuant to a dividend reinvestment feature of the Plan. AMENDED FROM 29 UNITS REPORTED IN 04/01/2004 FILING DUE TO INCORRECT CALCULATION OF DIVIDEND PRICE PER SHARE AND NUMBER OF UNITS OWNED AFTER TRANSACTION.
(4)	Acquisition pursuant to the AEP Stock Unit Accumulation Plan for Non-Employee Directors.
(5)	Includes 51 units of reinvested dividends for 1st Quarter 2004 pursuant to a dividend reinvestment feature of the Plan.
(6)	AMENDED TO REFLECT NO. OF SECURITIES OWNED UNDER EACH PLAN, RATHER THAN A RUNNING TOTAL COVERING BOTH PLANS.

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