Energy Resource Mix

Prairie State Wind & Solar Member Coal Hydro (including NYPA) Fremont (combined cycle) Landfill Purchased Power 

## American Municipal Power, Inc. Organization and Generation Projects Overview
TM

American Municipal Power, Inc. (AMP) is the nonprofit wholesale power supplier and services provider for 129 members, including 128 member municipal electric systems in the states of Ohio, Pennsylvania, Michigan, Virginia, Kentucky and West Virginia; as well as the Delaware Municipal Electric Corporation, a joint action agency with nine members headquartered in Smyrna, Delaware. Combined theses members utilities serve more than 625,000 customers. Formed in 1971, AMP is headquartered in Columbus with approximately 160 employees at headquarters and generating facilities. The organization is governed by a Board of Trustees that consists of 20 AMP members, 19 elected by the members or subgroups of members and AMP member Delaware Municipal Electric Corporation, on behalf of its 9 member systems. Each such elected member then appoints a person to represent it on the Board. In 2013, the organization had a system peak of 3,454 MW and sold 14.8 million MWh of energy. Power sales revenue for the year was approximately $ 

### 953 million with total assets of approximately $5.6 billion. In recent years, AMP has undertaken strategic generation asset development effort with new resources in four states, including Ohio. On average, these projects will reduce our members’ energy market exposure to about 36 percent of their portfolio and will result in a portfolio that is 21 percent renewable in 2015. 

### American Municipal Power, Inc. 

## October 2014

Energy Resource Mix

Prairie State Wind & Solar Member Coal Hydro (including NYPA) Fremont (combined cycle) Landfill Purchased Power 2013 AMP Member Energy Resource Mix (16,400,000 MWh)

Notes to 2013 & 2016 charts: • The Wind & Solar percentage includes member-owned solar. • The Hydr o percentage includes member-owned hydro. • The Member Coal figure includes the participation of AMP members Paducah and Princeton in PSEC through the Kentucky Municipal Power Association. Prairie State 13%

Hydro (including NYPA) 6%

Landfill

1% Wind & Solar 1.9%

Purchased Power 53% 2016 AMP Member Projected Energy Resource Mix (16,600,000 MWh) Prairie State 17%
Wind & Solar 2.5% Member Coal 9%

Hydro (including NYPA) 17% Fremont (combined cycle) 17% Landfill

2%

Purchased Power 38% AMP • 1111 Schrock Road, Suite 100 • Columbus Ohio 43229 • Tel. 614.540.1111 • Fax 614.540.1081 • www.amppartners.org

Fremont (combined cycle) 15% Member Coal 8%In June 2013, AMP signed a second contract with the Vermont Energy Investment Corporation (VEIC) to provide a wide range of energy-efficiency and implementation services for subscribing AMP members. Founded in 1986, VEIC is a nationally recognized non-profit agency that operates Efficiency Vermont – the nation’s first statewide energy efficiency utility. VEIC, which has provided implementation services to clients in 25 states and several countries, was selected by the Public Utilities Commission of Ohio to prepare the Technical Reference Manual for use in oversight of Ohio’s energy efficiency program applicable to investor-owned utilities. The goal of the AMP’s venture, known as “Efficiency Smart” is to encourage residential, business and industrial customers to adopt cost-effective energy efficiency services that provide reliable and verifiable cost savings. For participating utilities the program is a component of their power supply portfolio - an Efficiency Smart Power Plant - with the energy savings mitigating the need for new generation resources. In addition to lowering customers’ energy bills through efficiency, the Efficiency Smart program stimulates local economies, creates jobs, provides technical resources for AMP’s member utility customers and establishes a platform for sustainable growth. The first 3-year contract between VEIC and AMP for the program ran from 2011-2013. The program cumulatively saved approximately 120,000 MWh (or approximately 150 percent of the program’s three-year target) of participating member utilities’ energy needs by the end of the contract. All savings were independently verified and guaranteed and if the participating community goals would not have been met, the municipalities would be refunded a portion of the savings not delivered. All 49 participants in the first contract exceeded the MWh savings guarantee for their community. More information can be found on the Efficiency Smart website: www.efficiencysmart.org. 

### Efficiency $mart – AMP’s Energy Efficiency Program Page 2

AMP’s financial strength and strong management have been consistently recognized by rating agencies and the financial community as a whole. Since 2000, all AMP construction project financing and entity ratings have been in the “A” category. The organization works to maintain these ratings through our member credit scoring program, sound financial practices and relationship management. In February 2014, Moody’s Investors Service released its entity or counterparty rating on AMP, reaffirming the organization’s A1 rating. AMP used two former federal financing mechanisms to fund the generation infrastructure projects that are bringing new sources of generation jobs and economic development to the region. Build America Bonds and Clean Renewable Energy Bonds helped make AMP’s current project development possible. AMP issued a total of more than $2.9 billion in BABs. AMP received Clean Renewable Energy Bonds (CREBs) allocations in each of the three years the bonding authority was available. A total of $172.9 million was received. 

### AMP Financial StrengthPage 3

AMP is constructing four hydroelectric projects designed to further diversify our members’ generation portfolio. These projects will join two existing hydroelectric projects on the Ohio River. One additional project at an existing dam remains in the licensing stage. All of the projects are run-of-the-river at existing U.S. Army Corps of Engineers locks and dams on the Ohio River. The four new hydroelectric projects currently under construction by AMP will add more than 300 MW of new renewable generation to theregion and represents the largest deployment of new run-of-theriver hydro in the nation. The hydro projects have resulted in jobs and economic development with more than 60 contracts with vendors in 12 states. 

### Phase I Hydroelectric Three run-of-the-river hydroelectric generation facilities under construction at existing dams on the Ohio River. The facilities are under construction on the Cannelton, Smithland and Willow Island dams. 79 AMP member communities in five states are participating in the projects. The combined capacity of these projects is nearly 200 MW of new renewable generation. The units are expected to be online in the 2014-2015 timeframe. Representing an investment of approximately $2.05 billion. 

### Phase II Hydroelectric AMP also owns, through a separate wholly owned limited liability company, a fourth, hydroelectric project under construction at the Meldahl dam on the Ohio River. AMP is developing the project with the member community of Hamilton, Ohio, which originally procured the development license from the Federal Energy Regulatory Commission (FERC). Hamilton retains the rights for a 51 percent share of the energy output from the facility, with AMP taking the remaining output for the 48 other AMP members participating in this phase. The phase also includes AMP acquiring a portion of the ownership and power (approximately. 49 percent) produced from the existing 70.2-MW Greenup hydroelectric generating facility, currently owned by the City of Hamilton, also on the Ohio River. The Meldahl project is expected to be online in 2014. Representing an investment of approximately $685.1 million. Additionally, AMP is working with the member community of Wadsworth, Ohio, to secure the license from the Federal Energy Regulatory Commission (FERC) for a project at the R.C. Byrd Locks and Dam in Ohio. In June 2008, AMP signed a contract with York, Pennsylvania based Voith Hydro for the purchase of turbines and generators for the Cannelton, Smithland and Willow Island projects. The more than $300 million contract was the largest signed by the company’s North American operation at that time. In March 2009, an additional $123 million contract was signed for equipment for the Meldahl project. In support of the AMP contract Voith Hydro opened a manufacturing facility in Hannibal, Ohio. AMP and Voith Hydro worked closely with the State of Ohio in bringing the manufacturing facility to the state. The Hannibal facility employs more than 40 people manufacturing the stators for the generators. 

### AMP Hydroelectric Projects

Voith Stator Manufacturing-Hannibal, Ohio• 42 MW run-of-the-river plant, located at the Belleville Locks and Dam on the Ohio River near Belleville, West Virginia • The plant began commercial operation in 1999 and em ploys eight full-time staff members • AMP currently operates the Belleville Hydroelectric Plant on behalf of a joint venture of 42 AMP member communities that collectively own the facility • In June 2 011, the Belleville Hydroelectric Plant reached the milestone 3-million megawatt-hours of energy generated, reaching this milestone several months ahead of original projections • F acility annually contributes $2.5 – $3 million to the local economy, which includes annual in-lieu-of-taxes payment in excess of $800,000 to the schools and local government • In April 2010, the National Hydropower Association honored the Belleville Hydroelectric Plant staff with an Outstanding Stewards of American Waterways Award for Operational Excellence. The staff was honored for their safety program that yielded more than 150,000 work hours without a lost-time or reportable incident over the last 10 years 

### Belleville Hydroelectric Plant Page 4Page 5

• 84 MW run-of-the-river project on the Cannelton Locks and Dam, located on the Ohio River, near Hawesville, Kentucky, approximately 1.5 hours from Louisville • The project is currently under construction on the K entucky side of the river • Estimated construction jobs: 2 00-400 peak, four-year construction • Estimated permanent jobs: 7-9 • Exca vation and cofferdam construction started May 2009 with Kiewit/Traylor Construction (Omaha, NE/ Evansville, IN) as the contractor • P ower house construction started June 2011, with Walsh Construction Group (Chicago, IL) as contractor • Safex (W esterville, Ohio) is the safety consulting services provider for this project • F ormal ground breaking took place Aug. 5, 2009. The event featured Kentucky Governor Steve Beshear, Congressman Brett Guthrie, U.S. Army Corps of Engineers (USACE), FERC, and state and local officials 

### Cannelton Hydroelectric Plant – Under Construction

August 2014Page 6

• 35 MW run-of-the-river project on the Willow Island Locks and Dam, located on the Ohio River, near St. Marys, West Virginia approximately one hour from Parkersburg • The project is under construction on the W est Virginia side of the river • Estimated number of construction jobs: 2 00-400 peak, four-year construction • Estimated permanent jobs: 7-9 • Exca vation and cofferdam construction started June 2011, with Ruhlin Construction (Sharon Center, Ohio) as the contractor • P owerhouse construction began December 2012 by Ruhlin Construction • F ormal ground breaking took place July 21, 2011. The event featured West Virginia Governor Earl Ray Tomblin, USACE, and state and local officials 

### Willow Island Hydroelectric Plant – Under Construction

July 2014• 72 MW run-of-the-river project on the Smithland Locks and Dam, located on the Ohio River, near Smithland, Kentucky approximately 3.5 hours southwest of Louisville • The project is under construction on the K entucky side of the river • Estimated construction jobs: 2 00-400 peak, four-year construction • Estimated permanent jobs: 7-9 • Exca vation and cofferdam construction began April 2010 by CJ Mahan Construction (Grove City, Ohio) • P owerhouse construction began April 2012 by CJ Mahan • Safex (W esterville, Ohio) will provide safety consulting services for this project • F ormal ground breaking was held Sept. 1, 2010 featuring Kentucky Governor Steve Beshear and Congressman Ed Whitfield, USACE, FERC and state and local officials 

### Smithland Hydroelectric Plant – Under Construction Page 7

June 2014• 1 05 MW run-of-the-river project on the Captain Anthony Meldahl Locks and Dam, located on the Ohio River, near Maysville, Kentucky, approximately two hours from Cincinnati • The project is under construction on the K entucky side of the river • Estimated construction jobs: 2 00-400 peak, four-year construction • Estimated permanent jobs: 9-1 0 • Exca vation and cofferdam construction began May 2010 by Angelo Iafrate Construction Company (Warren, Michigan) • Contract executed when started with joint v enture of Alberici Constructors and Baker Concrete for powerhouse construction • P owerhouse construction began August 2011 • T ransmission line approved by Ohio Power Siting Board in November 2011 • Upon commercial operation of the Meldahl project, AMP will obtain 48.6 percent share of the existing Greenup h

ydro project, currently owned by the City of Hamilton. The 70.2 MW Greenup Hydroelectric Plant is located on the Ohio River at the Greenup Locks & Dam, near Portsmouth, Ohio • A formal ground breaking was held June 29, 2010, featuring Kentucky Governor Steve Beshear, USACE, FERC, and state and local officials 

### Meldahl Hydroelectric Plant – Under Construction Page 8

August 2014• 1,600 MW supercritical pulverized coal plant and mine in Southern Illinois, near Lively Grove. • AMP is the largest equity o wner of the facility at 23.3 percent, which translates into 368 MW of the power output • 68 AMP member communities from the states of Ohio, Michigan, Virginia and West Virginia are participating in the project. Two AMP Kentucky member communities are participating in the Prairie State project separately through their joint action agency • PSEC began commercial operation in 2 012 • Prairie State sets a new Best A vailable Control Technology (BACT) standard for the type of coal being used and is among the cleanest coal-fueled plants in the nation • As a mine mouth project, fuel risk and transportation co sts are reduced • The project emplo yed approximately 2,700 construction workers and created approximately 500 permanent jobs • The o wnership group is comprised of public power entities with a similar mission to AMP. Peabody Energy is the project developer • AMP underw ent several bond sales to finance its portion of the project cost. Offerings in July 2008, March 2009 and September 2010, raised $1.7 billion through the sale of tax-exempt bonds 

### Prairie State Energy Campus

Lively Grove Mine Page 9• Nominal 7 00-MW natural gas combined cycle (NGCC) facility located in Fremont, Ohio • Commercial operation began in January 2 012, and the plant produced over 3.5 million MWh of net generation in its first year of operation • 87 AMP member communities are participating in the project along with the Dela ware Municipal Electric Corporation and the Central Virginia Electric Cooperative • AMP and Akron, Ohio-based FirstEnergy Corp. finalized the purchase b y AMP of the Fremont Energy Center in July 2011 • As an intermediate po wer source, AFEC has a capacity of 544 MW. Additionally, the facility includes duct-firing that allows an additional 163 MW of generation during peak demand periods • Project formerly o wned by Calpine Corporation, which filed bankruptcy in 2005. The plant was auctioned in 2007 • AMP conducted considerable due diligence and bid on the facility in 2 007, with FirstEnergy ultimately having the winning bid • AMP completed permanent financing of the project in June 2 012, securing an interest rate well below original estimates for the project 

### American Municipal Power Fremont Energy Center (AFEC) Page 10• 3.54 MW (A C) solar facility in Napoleon, Ohio • 17,140 solar panels co vering 20.74 acres • Construction started in April 2012, partnered with Solar by Soldiers, employing veterans in the construction • F acility went online in August 2012 • Man y Ohio manufacturers provided components and have benefitted from this project • Isofoton, a Spanish-based solar manufacturer , supplied the panels for the project • AP Alternatives (Ridgeville Corners) designed and constructed a solar panel racking system and provided on-site panel installation • The solar facility is connected to the City of Napoleon’ s electric system – providing transmission savings. The facility is serving as a model for similar projects 

### Napoleon Solar Facility Page 11• The 7.2-MW facility consists of four 1.8-MW turbines • Upon completion of tw o 1.8-MW units in November 2003, additional interest from project participants prompted the construction of two additional units in 2004, bringing the installation to its current total of four units • AMP operates the wind farm on behalf of a joint v enture of 10 AMP member communities that collectively own the facility • The turbines themselv es rest atop 257-foot towers • With blades that extend 132 feet from the turbine casing, each unit measures nearly 400 feet tall when the blades rotate to their highest point • The wind turbines are designed to run when wind speeds range between nine and 56 miles per hour and are able to withstand wind speeds of up to 133 mph • Optimal output is achiev ed by the turbines during wind speeds of 31.3 mph, a speed that will rotate the blades on each turbine 16.8 times per minute 

### American Municipal Power Wind Farm – OMEGA JV6 Page 12• AMP o wns 895 acres of land in southern Meigs County, Ohio, along the Ohio River. The land was purchased in anticipation of construction of the now-cancelled American Municipal Power Generating Station, originally conceived as a 1,000 MW pulverized coal facility and later as a 600 MW natural gas combined cycle facility. AMP is currently looking at options for site reuse • 895 acre greenfield site with approximately 5 00 acres of tillable ground • In Letart T ownship near unincorporated village of Letart Falls; approximately five miles from Village of Racine • Includes approximately 4,5 00 feet of river access, suitable for barge loading/unloading facility • Sev eral key permits issued for the proposed coal project remain valid, and could be extended, transferred or modified in support of a natural gas or other facility. These permits include OPSB certifications, OEPA 401 Water Quality Certification and USACE 404 Permit • Original project receiv ed valid Ohio EPA Air Permit-to-Install, Solid Waste Facility Permit-to-Install and National Pollution Discharge Elimination System (NPDES) Permit. AMP voluntarily terminated these permits after the decision to cancel the coal project 

### American Municipal Power Meigs County, Ohio Site

• Site of the former 213 MW coal-fired power plant located adjacent to the Ohio River in Washington County near the city of Marietta, Ohio. Power generation at the facility was terminated in November 2010. AMP is currently looking at options for site reuse • RHGS began generating electricity in 195 1, originally constructed by Union Carbide • AMP , (then known as AMP-Ohio) purchased a 70 percent interest in the facility in 1988 from then owner/ operator Elkem Metals. The remaining share was purchased by AMP in 1999 • On April 1, 2009, AMP received a Notice and Finding of Violation (NOV) from the U.S. Environmental Protection Agency (USEPA). Specifically, the NOV cited boiler replacement performed at the facility in the 1981- 1986 timeframe (prior to AMP ownership) and an upgrade project performed in the 1988-1991 timeframe to decouple the electric generation from the process steam production at the plant • On Ma y 18, 2010, AMP executed a consent decree with the U.S. EPA as a proposed settlement to the NOV. Among other provisions contained in the consent decree was the binding obligation that AMP ceases coal-fired electric generation operations at RHGS no later than Dec. 31, 2012. Given the provisions in the consent decree, age of the plant, power market conditions and economics of operating the plant, and following a second major equipment failure at the plant, AMP ceased operations at the facility in November 2010 • AMP is currently o verseeing demolition and closure activities at the site and fly ash landfill, and looking at options for site reuse 

### Richard H. Gorsuch Generating Station (RHGS) Site Page 13

### Other Renewable Generation Efforts The organization and its members are also committed to additional wind and landfill gas generation development through partnership with third-party developers. This includes a contract with Iberdrola to purchase up to 54 MW from the Blue Creek Wind Farm in Van Wert/Paulding Counties, Ohio, and contracts for the purchase of approximately 57 MW from landfill gas generating facilities in Ohio. Additional information regarding American Municipal Power, Inc. and our projects can be found at www. amppartners.org. 

## Blue Creek Wind Farm Declared commercially operational in June 2012, Iberdrola Renewables’ Blue Creek Wind Farm began providing clean, renewable power to participating AMP members in July. The 304-MW farm, located in northwest Ohio near Van Wert, consists of 152 turbines, each with a capacity of 2 MW. More than 50 MW of output is being added to the power supply portfolios of a number of AMP members. AMP entered into a Power Purchase Agreement with Iberdrola for 10 years of output from the wind farm. 

## Landfill Gas AMP has contracted to receive electricity generated by landfill gas-to-energy sites since 2001. In 2011, AMP and EDI reached agreement on a 10-year contract for the purchase of 56 MW from the company’s existing landfill generation projects in northern Ohio and their expansion. Page 14



### Potential AMP Hydroelectric Project Under Development 

## Byrd project
• 48 MW run-of-the-river project on the Robert C. Byrd Locks and Dam, located on the Ohio River, near Gallipolis, Ohio • Project w ould be constructed on the Ohio side of the Ohio River • AMP member community of W adsworth, Ohio, working with AMP has secured a permit from the FERC for this project and an application for license is pending before FERC, the agency held a scoping meeting in Gallipolis on March 28, 2012 and received comments from regulatory agencies and the general public

# AMP Member Map

**9 A M P ANNUAL REPORT 2013 | COMING INTO FOCUS**  **8 COMING INTO FOCUS | A M P ANNUAL REPORT 2013**  Coldwater Hillsdale Pioneer Holiday City Montpelier

Bryan Napoleon Custar

Deshler

Cygnet Bloomdale Arcadia Wharton Carey Republic Monroeville Greenwich Wellington Grafton Oberlin
Seville Plymouth Shiloh Shelby Lucas Lodi Milan Amherst Cleveland Hudson Cuyahoga Falls Wadsworth
Columbiana Hubbard Niles Newton Falls

Painesville

Marshallville Orrville Brewster Beach City Clyde AFEC Huron

Oak Harbor Elmore Genoa Toledo Haskins Bowling Green Woodville Pemberville

Bradner

Sycamore Ohio City

Mendon Wapakoneta Waynesfield Lakeview New Knoxville Prospect Galion
Jackson Center New Bremen Minster Versailles

Eldorado Arcanum Tipp City South Vienna Columbus Westerville

Yellow Springs

Blanchester

Jackson Woodsfield St. Clairsvillle Dover

New Martinsville Glouster Lebanon Hamilton Piqua Celina St. Marys **ohio**

**west virginia**
**virginia kentucky**  Edgerton

Princeton Williamstown Greenup Hydroelectric Plant (Hamilton/AMP)

Richlands

Martinsville Danville Bedford Front Royal Weatherly Blakely

Lehighton

Kutztown Ephrata Saint Clair Catawissa Watsontown Smethport
Grove City New Wilmington Wampum Ellwood City

Zelienople Girard

Summerhill

Hooversville

Berlin East Conemaugh Mifflinburg

Duncannon Royalton Lewisberry Schuylkill Haven Quakertown Perkasie Hatfield Lansdale

Philippi Belleville Hydroelectric Plant (OMEGA JV5)

Paducah Clinton Wyandotte Union City

Marshall

H

H H H H H H

H H H

H

J J

J Goldsboro **michigan**

DEMEC **delaware pennsylvania** 

J 

### H H Member Baseload Generation AMP Owned Distributed Generation JV1 Diesel Generation JV2 Diesel Generation JV2 Gas Turbine Member Peaking or Back-Up Generation JV5 Diesel Generation Hydroelectric Generation AMP Member Without Generation JV6 Wind Farm AMP Fremont Energy Center (AFEC) Delaware Municipal Electric Corp. ( DEMEC members: Newark, New Castle, Middletown, Clayton, Smyrna, Dover, Milford, Lewes and Seaford) AMP Napoleon Solar Facility Prairie State Energy Campus **AMP MEMBERS**

+ H +

Meldahl Hydroelectric Project (Hamilton/AMP)

Cannelton Hydroelectric Project (AMP) Smithland Hydroelectric Project, Ky. (AMP) Prairie State Energy Campus, Ill. Willow Island Hydroelectric Project (AMP)

Georgetown

**Delaware** Delaware Municipal Electric Corporation **West Virginia** New Martinsville and Philippi. **Michigan** Clinton, Coldwater, Hillsdale, Marshall, Union City and Wyandotte. **Ohio** Amherst, Arcadia, Arcanum, Beach City, Blanchester, Bloomdale, Bowling Green, Bradner, Brewster, Bryan, Carey, Celina, Cleveland, Clyde, Columbiana, Columbus, Custar, Cuyahoga Falls, Cygnet, Deshler, Dover, Edgerton, Eldorado, Elmore, Galion, Genoa, Georgetown, Glouster, Grafton, Greenwich, Hamilton, Haskins, Holiday City, Hubbard, Hudson, Huron, Jackson, Jackson Center, Lakeview, Lebanon, Lodi, Lucas, Marshallville, Mendon, Milan, Minster, Monroeville, Montpelier, Napoleon, New Bremen, New Knoxville, Newton Falls, Niles, Oak Harbor, Oberlin, Ohio City, Orrville, Painesville, Pemberville, Pioneer, Piqua, Plymouth, Prospect, Republic, Seville, Shelby, Shiloh, South Vienna, St. Clairsville, St. Marys, Sycamore, Tipp City, Toledo, Versailles, Wadsworth, Wapakoneta, Waynesfield, Wellington, Westerville, Wharton, Woodsfield, Woodville and Yellow Springs. **Pennsylvania** Berlin, Blakely, Catawissa, Duncannon, East Conemaugh, Ellwood City, Ephrata, Girard, Goldsboro, Grove City, Hatfield, Hooversville, Kutztown, Lansdale, Lehighton, Lewisberry, Mifflinburg, New Wilmington, Perkasie, Quakertown, Royalton, Saint Clair, Schuylkill Haven, Smethport, Summerhill, Wampum, Watsontown, Weatherly and Zelienople. **Kentucky** Paducah, Princeton and Williamstown. **Virginia** Bedford, Danville, Front Royal, Martinsville and Richlands. Page 15American Municipal Power, Inc. 1111 Schrock Road, Suite 100 Columbus, Ohio 43229 Phone: 614.540.1111 For more information about AMP, please visit www.amppartners.org TM