UNITED STATES OF AMERICA
                       SECURITIES AND EXCHANGE COMMISSION
                                WASHINGTON, D.C.

                                    FORM U-57

                 NOTIFICATION OF FOREIGN UTILITY COMPANY STATUS

                        FILED UNDER SECTION 33(a) OF THE
             PUBLIC UTILITY HOLDING COMPANY ACT OF 1935, AS AMENDED

                                       BY

                           COVANTA ENERGY CORPORATION

                                  ON BEHALF OF

                                  PRIMA S.R.L.
                              AMBIENTE 2000 S.R.L.

                                December 5, 2003

     Pursuant to Section 33 of the Public Utility Holding Company Act of 1935,
as amended ("PUHCA"), Covanta Energy Corporation ("Covanta"), a Delaware
corporation, hereby files with the United States Securities and Exchange
Commission ("Commission") notice that Prima S.r.l. ("Prima") and Ambiente 2000
S.r.l. ("Ambiente"), both limited liability companies formed under Italian law,
are foreign utility companies within the meaning of PUHCA.

     Covanta requests that the Commission address communications concerning this
notice to:

Jeffrey R. Horowitz                          H. Liza Moses
Senior Vice President, General Counsel       LeBoeuf, Lamb, Greene & MacRae, LLP
and Secretary                                125 W. 55th Street
Covanta Energy Corporation                   New York, New York 10019-5389
40 Lane Road                                 (212) 424-8224 (Tel.)
Fairfield, New Jersey 07004                  (212) 424-8500 (Fax)
(973) 882-7355 (Tel.)                        Lmoses@llgm.com
973-882-7202 (Fax)
jhorowitz@covantaenergy.com


Item 1

     The names and business addresses of the entities claiming foreign utility
company status under Section 33(a) of PUHCA are:

            Prima S.r.l.
            Via G.E. Falck 63
            20099 Sesto San Giovanni (Milan) ITALY

            Ambiente 2000 S.r.l
            Via G.E. Falck 63
            20099 Sesto San Giovanni (Milan) ITALY

     Prima is a limited liability company organized and existing under the laws
of Italy. Prima owns a waste-to-energy project located in the municipality of
Trezzo sull'Adda, Lombardy Region, Italy. The project is capable of processing
500 metric tons of waste per day and has a nominal rated electric capacity of 18
megawatts ("MW"). The electrical output of the project is sold to the Italian
national transmission grid management company, Gestore delle reti di
trasmissione nazionale S.p.A., under a power purchase agreement with a 12-year
term for 15 MW of the capacity of the project and a 15-year term for the
remaining 3 MW of capacity. Through its indirect subsidiary, Covanta Waste to
Energy, Inc. ("CWTE"), Covanta owns 13% of the outstanding equity interests in
Prima. The remainder of the equity interests in Prima is owned by TTR Techo
Trattamento Rifiuti S.r.l (85%) and Comune di Trezzo Sull'Adda (2%).

     Ambiente, the operator of the project, is a limited liability company
organized and existing under the laws of Italy. CWTE owns Covanta Waste to
Energy of Italy, Inc., which, in turn, owns 40% of the equity interests in
Ambiente. Ecosesto S.p.A. owns the remaining 60% of the equity interests in
Ambiente.

     Covanta is a public corporation whose indirect energy subsidiaries are
engaged in the business of developing, constructing, owning and operating
projects for the conversion of waste to energy, independent power production and
the treatment of water and waste water both in the United States and in foreign
countries and providing related infrastructure services. CWTE is a wholly-owned
subsidiary of Covanta Projects, Inc., which, in turn, is a wholly-owned
subsidiary of Covanta Energy Group, Inc., which is a wholly-owned subsidiary of
Covanta.

     Neither Prima nor Ambiente derives any part of its income, directly or
indirectly from the generation, transmission or distribution of electric energy
for sale or the distribution at retail of natural or manufactured gas within the
United States. Neither Prima nor Ambiente is a public utility company operating
in the United States.




Item 2

     Prima and Ambiente are not associate companies, as defined in Section 2(a)
of PUHCA, of any public utility company in the United States.

Exhibit A

     The requirement for State commission certification set forth in section
33(a)(2) of PUHCA is not applicable to this notification because Prima, Ambiente
and Covanta are not associate companies, or affiliate companies of any domestic
public utility.

                                    SIGNATURE

     The undersigned company has duly caused this statement to be signed on its
behalf by the undersigned thereunto duly authorized.

                                           Covanta Energy Corporation

                                           By: /s/ Jeffrey R. Horowitz
                                               -----------------------
                                               Jeffrey R. Horowitz
                                               Senior Vice President, General
                                                Counsel and Secretary


Dated:   December 5, 2003