Senior Secured Consumer Rate Relief Bonds

$380,300,000
Appalachian Consumer Rate Relief Funding LLC
Issuing Entity
Senior Secured Consumer Rate Relief Bonds

Tranche Expected Average Life (Years) Principal Amount Issued Scheduled Final Payment Date Final Maturity Date Interest Rate Initial Price to Public Underwriting Discounts and Commissions Proceeds to Issuer(Before Expenses)
A-1 5.00 $215,800,000 2/1/2023 2/1/2024 2.0076% 99.99983% 0.40% $214,936,433.14
A-2 12.24 $164,500,000 8/1/2028 8/1/2031 3.7722% 99.98964% 0.40% $163,824,957.80

The total price to the public is $380,282,591. The total amount of the underwriting discounts and commissions is $1,521,200. The total amount of proceeds to the issuing entity before deduction of expenses (estimated to be $2,754,217) is $378,761,391.

Investing in the Senior Secured Consumer Rate Relief Bonds involves risks. Please read “Risk Factors” on page 10 of the accompanying prospectus.

Appalachian Consumer Rate Relief Funding LLC, or the issuing entity, is issuing $380,300,000 of Senior Secured Consumer Rate Relief Bonds, referred to herein as the consumer rate relief bonds or the bonds, in two tranches. Appalachian Power Company, or APCo, is the depositor, seller, initial servicer and sponsor with regard to the bonds. The bonds are senior secured obligations of the issuing entity supported by the consumer rate relief property, described in this prospectus supplement, which includes the right to a special, irrevocable nonbypassable charge, known as a consumer rate relief charge or a CRR charge, paid by West Virginia retail electric customers of APCo (or any successor) based on their electricity consumption and/or demand as discussed in this prospectus supplement and the accompanying prospectus. The Recovery Act (defined herein) mandates that CRR charges be adjusted at least annually, and the Public Service Commission of West Virginia, or the PSC, further requires such true-ups to occur semi-annually (and permits such true-ups to occur more frequently) if necessary, in each case to ensure the expected recovery of amounts sufficient to timely provide all scheduled payments of principal and interest on the bonds and all ongoing financing costs, as described further in this prospectus supplement and the accompanying prospectus. Credit enhancement for the bonds will be provided by such true-up adjustments as well as by accounts held under the indenture.

The bonds represent obligations only of the issuing entity and do not represent obligations of APCo or any of its affiliates other than the issuing entity. The bonds are secured by the assets of the issuing entity, consisting principally of the CRR property and funds on deposit in the collection account for the bonds and related subaccounts. Please read “The Bonds—The Collateral” and “—The CRR Property” and “Credit Enhancement” in this prospectus supplement. The bonds are not a debt or general obligation of the State of West Virginia, the PSC or of any county, municipality or other political subdivision of the State of West Virginia and are not a pledge of the faith and credit or taxing power of the State of West Virginia or any county, municipality or other political subdivision of the State of West Virginia.

The PSC guarantees that it will act pursuant to its financing order to ensure that expected CRR charges are sufficient to pay on a timely basis scheduled principal of and interest on the bonds and all other ongoing financing costs as described below in this prospectus supplement and the accompanying prospectus. The PSC’s obligations relating to the bonds, including the specific actions that it has guaranteed to take, are direct, explicit, irrevocable and unconditional upon issuance of the bonds, and are legally enforceable against the PSC.

Additional information is contained in the accompanying prospectus. You should read this prospectus supplement and the accompanying prospectus carefully before you decide to invest in the bonds. This prospectus supplement may not be used to offer or sell the bonds unless accompanied by the prospectus.

Matters relating to the structuring, marketing and pricing of the bonds have been considered jointly with the PSC, acting through Public Resources Advisory Group, as its independent financial advisor.