10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(x) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2015

OR

( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________ to ____________

Commission File Number	Registrant, State of Incorporation, Address and Telephone Number	I.R.S. Employer Identification No.
1-9052	DPL INC.	31-1163136
	(An Ohio Corporation)
	1065 Woodman Drive Dayton, Ohio 45432
	937-224-6000
1-2385	THE DAYTON POWER AND LIGHT COMPANY	31-0258470
	(An Ohio Corporation)
	1065 Woodman Drive Dayton, Ohio 45432
	937-224-6000

Indicate by check mark whether each registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

DPL Inc.	Yes o	No x
The Dayton Power and Light Company	Yes o	No x

The Dayton Power and Light Company is a voluntary filer that has filed all applicable reports under Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months. During the relevant period in 2015, DPL Inc. was a voluntary filer until its May 29, 2015 Registration Statement on Form S-4 filed with the Securities and Exchange Commission was declared effective on June 12, 2015. DPL Inc. has filed all applicable reports under Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months.

Indicate by check mark whether each registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

DPL Inc.	Yes x	No o
The Dayton Power and Light Company	Yes x	No o

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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

	Large accelerated filer	Accelerated filer	Non- accelerated filer	Smaller reporting company
DPL Inc.	o	o	x	o
The Dayton Power and Light Company	o	o	x	o

Indicate by check mark whether each registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

DPL Inc.	Yes o	No x
The Dayton Power and Light Company	Yes o	No x

All of the outstanding common stock of DPL Inc. is indirectly owned by The AES Corporation. All of the common stock of The Dayton Power and Light Company is owned by DPL Inc.

As of November 4, 2015, each registrant had the following shares of common stock outstanding:

Registrant	Description	Shares Outstanding
DPL Inc.	Common Stock, no par value	1
The Dayton Power and Light Company	Common Stock, $0.01 par value	41,172,173

This combined Form 10-Q is separately filed by DPL Inc. and The Dayton Power and Light Company. Information contained herein relating to any individual registrant is filed by such registrant on its own behalf. Each registrant makes no representation as to information relating to a registrant other than itself.

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DPL Inc. and The Dayton Power and Light Company

Table of Contents

Quarterly Report on Form 10-Q

Quarter Ended September 30, 2015

		Page No.
Glossary of Terms		5
Part I Financial Information
Item 1	Financial Statements – DPL Inc. and The Dayton Power and Light Company (Unaudited)
	DPL Inc.
	Condensed Consolidated Statements of Operations	10
	Condensed Consolidated Statements of Comprehensive Income / (Loss)	11
	Condensed Consolidated Balance Sheets	12
	Condensed Consolidated Statements of Cash Flows	14
	Notes to Condensed Consolidated Financial Statements	15
	The Dayton Power and Light Company
	Condensed Statements of Operations	42
	Condensed Statements of Comprehensive Income	43
	Condensed Balance Sheets	44
	Condensed Statements of Cash Flows	46
	Notes to Condensed Financial Statements	47
Item 2	Management’s Discussion and Analysis of Financial Condition and Operations	67
	Electric Sales and Customers	92
Item 3	Quantitative and Qualitative Disclosures about Market Risk	92
Item 4	Controls and Procedures	93

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DPL Inc. and The Dayton Power and Light Company

Table of Contents (cont.)

Quarterly Report on Form 10-Q

Quarter Ended September 30, 2015

		Page No.
Part II Other Information
Item 1	Legal Proceedings	93
Item 1A	Risk Factors	94
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	94
Item 3	Defaults Upon Senior Securities	94
Item 4	Mine Safety Disclosures	94
Item 5	Other Information	94
Item 6	Exhibits	95
Other
	Signatures	96

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GLOSSARY OF TERMS 

The following terms are used in this Form 10-Q:

Term	Definition
AES	The AES Corporation, a global power company and the ultimate parent company of DPL
AOCI	Accumulated Other Comprehensive Income
ARO	Asset Retirement Obligation
ASU	Accounting Standards Update
CAA	U.S. Clean Air Act
CO2	Carbon Dioxide
CRES	Competitive Retail Electric Service
DPL	DPL Inc.
DPLE	DPL Energy, LLC, a wholly owned subsidiary of DPL that owns and operates peaking generation facilities from which it makes wholesale sales
DPLER	DPL Energy Resources, Inc., a wholly owned subsidiary of DPL that sells competitive electric energy and other energy services
DP&L	The Dayton Power and Light Company, the principal subsidiary of DPL and a public utility that delivers electricity to residential, commercial, industrial and governmental customers in a 6,000 square mile area of West Central Ohio
EBITDA	Earnings before interest, taxes, depreciation and amortization
EGU	Electric generating unit
ERISA	The Employee Retirement Income Security Act of 1974
FASB	Financial Accounting Standards Board
FASC	FASB Accounting Standards Codification
FERC	Federal Energy Regulatory Commission
FGD	Flue Gas Desulfurization
Form 10-K	DPL’s and DP&L’s combined Annual Report on Form 10-K for the fiscal year ended December 31, 2014, which was filed on February 25, 2015
First and Refunding Mortgage	DP&L’s First and Refunding Mortgage, dated October 1, 1935, as amended, with the Bank of New York Mellon as Trustee
FTRs	Financial Transmission Rights
GAAP	Generally Accepted Accounting Principles in the United States of America
GHG	Greenhouse Gas
kV	Kilovolt, 1,000 volts
kWh	Kilowatt-hours
LIBOR	London Inter-Bank Offering Rate
Master Trust	DP&L established a Master Trust to hold assets that could be used for the benefit of employees participating in employee benefit plans
MATS	Mercury and Air Toxics Standard
MC Squared	MC Squared Energy Services, LLC, a retail electricity supplier previously wholly owned by DPLER. This subsidiary was sold effective April 1, 2015.
Merger	The merger of DPL and Dolphin Sub, Inc., a wholly owned subsidiary of AES. On November 28, 2011, DPL became a wholly owned subsidiary of AES.
MTM	Mark to Market
MVIC	Miami Valley Insurance Company, a wholly owned insurance subsidiary of DPL that provides insurance services to DPL and its subsidiaries and, in some cases, insurance services to partner companies related to jointly owned facilities operated by DP&L
MW	Megawatt
MWh	Megawatt-hour
NAAQS	National Ambient Air Quality Standards

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GLOSSARY OF TERMS (cont.)
Term	Definition
NERC	North American Electric Reliability Corporation
NOx	Nitrogen Oxide
NPDES	National Pollutant Discharge Elimination System
NSPS	New Source Performance Standards
NYMEX	New York Mercantile Exchange
OCC	Ohio Consumers’ Counsel
Ohio EPA	Ohio Environmental Protection Agency
OTC	Over-The-Counter
OVEC	Ohio Valley Electric Corporation, an electric generating company in which DP&L holds a 4.9% equity interest
PJM	PJM Interconnection, LLC, an RTO
PRP	Potentially Responsible Party
PUCO	Public Utilities Commission of Ohio
RCRA	U.S. Resource Conservation and Recovery Act
RPM	Reliability Pricing Model. The Reliability Pricing Model is PJM’s capacity construct. The purpose of the RPM is to enable PJM to obtain sufficient resources to reliably meet the needs of electric customers within the PJM footprint. Under the RPM construct, PJM procures capacity, through a multi-auction structure, on behalf of the load serving entities to satisfy the load obligations. There are three RPM auctions held for each delivery year (running from June 1 through May 31). The base residual auction is held three years in advance of the delivery year and then there is one incremental auction held in each of the subsequent three years. DP&L’s capacity is located in the “rest of” RTO area of PJM.
RTO	Regional Transmission Organization
SCR	Selective Catalytic Reduction
SEC	Securities and Exchange Commission
SERP	Supplemental Executive Retirement Plan
Service Company	AES US Services, LLC, the shared services affiliate providing accounting, finance, and other support services to AES’ U.S. SBU businesses
SO2	Sulfur Dioxide
SSO	Standard Service Offer represents the regulated rates, authorized by the PUCO, charged to DP&L retail customers that take retail generation service from DP&L within DP&L’s service territory
USEPA	U.S. Environmental Protection Agency
USF	The Universal Service Fund is a statewide program which provides qualified low-income customers in Ohio with income-based bills and energy efficiency education programs
U.S. SBU	U. S. Strategic Business Unit, AES’ reporting unit covering the businesses in the United States, including DPL

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FORWARD-LOOKING STATEMENTS

Certain statements contained in this report are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Matters discussed in this report that relate to events or developments that are expected to occur in the future, including management’s expectations, strategic objectives, business prospects, anticipated economic performance and financial condition and other similar matters constitute forward-looking statements. Forward-looking statements are based on management’s beliefs, assumptions and expectations of future economic performance, taking into account the information currently available to management. These statements are not statements of historical fact and are typically identified by terms and phrases such as “anticipate,” “believe,” “intend,” “estimate,” “expect,” “continue,” “should,” “could,” “may,” “plan,” “project,” “predict,” “will” and similar expressions. Such forward-looking statements are subject to risks and uncertainties and investors are cautioned that outcomes and results may vary materially from those projected due to various factors beyond our control, including but not limited to:

• abnormal or severe weather and catastrophic weather-related damage;

• unusual maintenance or repair requirements;

• changes in fuel costs and purchased power, coal, environmental emission allowances, natural gas and other commodity prices;

• volatility and changes in markets for electricity and other energy-related commodities;

• increased competition and deregulation in the electric utility industry;

• increased competition in the retail generation market;

• availability and price of capacity;

• changes in interest rates;

• state, federal and foreign legislative and regulatory initiatives that affect cost and investment recovery, emission levels, rate structures or tax laws;

• changes in environmental laws and regulations to which DPL and its subsidiaries are subject;

• the development and operation of RTOs, including PJM to which DP&L has given control of its transmission functions;

• changes in our purchasing processes, pricing, delays, contractor and supplier performance and availability;

• significant delays associated with large construction projects;

• growth in our service territory and changes in demand and demographic patterns;

• changes in accounting rules and the effect of accounting pronouncements issued periodically by accounting standard-setting bodies;

• financial market conditions;

• changes in tax laws and the effects of our strategies to reduce tax payments;

• the outcomes of litigation and regulatory investigations, proceedings or inquiries;

• general economic conditions; and

• the risks and other factors discussed in this report and other DPL and DP&L filings with the SEC.

Forward-looking statements speak only as of the date of the document in which they are made. We disclaim any obligation or undertaking to provide any updates or revisions to any forward-looking statement to reflect any change in our expectations or any change in events, conditions or circumstances on which the forward-looking statement is based. If we do update one or more forward-looking statements, no inference should be made that we will make additional updates with respect to those or other forward-looking statements.

All such factors are difficult to predict, contain uncertainties that may materially affect actual results and many are beyond our control. See “Risk Factors” for a more detailed discussion of the foregoing and certain other factors that could cause actual results to differ materially from those reflected in such forward-looking statements and that should be considered in evaluating our outlook.

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You may read and copy any document we file at the SEC’s public reference room located at 100 F Street N.E., Washington, D.C. 20549, USA. Please call the SEC at (800) SEC-0330 for further information on the public reference room. Our SEC filings are also available to the public from the SEC’s website at www.sec.gov.

COMPANY WEBSITES

DPL’s public internet site is www.dplinc.com. DP&L’s public internet site is www.dpandl.com. The information on these websites is not incorporated by reference into this report.

Part I – Financial Information

This report includes the combined filing of DPL and DP&L. Throughout this report, the terms “we,” “us,” “our” and “ours” are used to refer to both DPL and DP&L, respectively and altogether, unless the context indicates otherwise. Discussions or areas of this report that apply only to DPL or DP&L will be clearly noted in the applicable section.

Item 1 – Financial Statements

8

FINANCIAL STATEMENTS

DPL INC.

9

DPL INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
	Three months ended September 30,						Nine months ended September 30,
$ in millions	2015			2014			2015			2014
Revenues	$	414.1		$	479.2		$	1,281.5		$	1,329.6
Cost of revenues:
Fuel	71.4			85.1			202.2			235.9
Purchased power	145.4			153.7			460.2			466.2
Amortization of intangibles	—			0.3			—			0.9
Total cost of revenues	216.8			239.1			662.4			703.0
Gross margin	197.3			240.1			619.1			626.6
Operating expenses:
Operation and maintenance	101.4			94.0			281.5			294.7
Depreciation and amortization	34.8			34.5			104.1			103.7
General taxes	20.8			21.2			67.8			70.3
Goodwill impairment	—			—			—			135.8
Fixed-asset impairment	—			—			—			11.5
Other	—			(0.1		)	(0.3		)	1.3
Total operating expenses	157.0			149.6			453.1			617.3
Operating income	40.3			90.5			166.0			9.3
Other income / (expense), net
Investment income / (loss)	0.1			0.2			0.1			0.6
Interest expense	(28.9		)	(33.1		)	(90.3		)	(95.8		)
Charge for early retirement of debt	(2.1		)	(0.1		)	(2.1		)	—
Other expense	(0.5		)	(0.1		)	(1.2		)	(1.2		)
Total other expense, net	(31.4		)	(33.1		)	(93.5		)	(96.4		)
Earnings / (loss) before income taxes	8.9			57.4			72.5			(87.1		)
Income tax expense / (benefit)	0.3			(41.0		)	13.5			29.7
Net income / (loss)	$	8.6		$	98.4		$	59.0		$	(116.8	)

See Notes to Condensed Consolidated Financial Statements.

These interim statements are unaudited.

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DPL INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME / (LOSS)
	Three months ended September 30,						Nine months ended September 30,
$ in millions	2015			2014			2015			2014
Net income / (loss)	$	8.6		$	98.4		$	59.0		$	(116.8	)
Available-for-sale securities activity:
Change in fair value of available-for-sale securities, net of income tax benefit of $0.1, $0.2, $0.1 and $0.2 for each respective period	(0.3		)	(0.4		)	(0.2		)	(0.6		)
Reclassification to earnings, net of income tax expense of $0.0, $(0.1), $0.0 and $(0.2) for each respective period	—			0.2			—			0.4
Total change in fair value of available-for-sale securities	(0.3		)	(0.2		)	(0.2		)	(0.2		)
Derivative activity:
Change in derivative fair value, net of income tax (expense) / benefit of $(4.4), $(1.0), $(5.4) and $12.4 for each respective period	7.8			1.2			9.6			(23.8		)
Reclassification to earnings, net of income tax (expense) / benefit of $1.1, $(1.5), $1.6 and $(7.4) for each respective period	(2.0		)	3.4			(3.4		)	14.2
Total change in fair value of derivatives	5.8			4.6			6.2			(9.6		)
Pension and postretirement activity:
Reclassification to earnings, net of income tax expense of $0.0, $0.0, $(0.4) and $0.0 for each respective period	0.1			—			(0.1		)	—
Total change in unfunded pension obligation	0.1			—			(0.1		)	—
Other comprehensive income / (loss)	5.6			4.4			5.9			(9.8		)
Net comprehensive income / (loss)	$	14.2		$	102.8		$	64.9		$	(126.6	)

See Notes to Condensed Consolidated Financial Statements.

These interim statements are unaudited.

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DPL INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
	September 30,			December 31,
$ in millions	2015			2014
ASSETS
Current assets:
Cash and cash equivalents	$	43.0		$	17.0
Restricted cash	13.6			16.8
Accounts receivable, net (Note 2)	152.7			200.9
Inventories (Note 2)	97.0			100.2
Taxes applicable to subsequent years	19.6			77.8
Regulatory assets, current	29.4			44.2
Other prepayments and current assets	44.6			41.8
Total current assets	399.9			498.7
Property, plant & equipment:
Property, plant & equipment	2,879.7			2,759.3
Less: Accumulated depreciation and amortization	(404.3		)	(318.4		)
	2,475.4			2,440.9
Construction work in process	71.4			76.7
Total net property, plant & equipment	2,546.8			2,517.6
Other non-current assets:
Regulatory assets, non-current	152.4			167.5
Goodwill	317.0			317.0
Intangible assets, net of amortization	30.4			37.4
Other deferred assets	42.9			39.6
Total other non-current assets	542.7			561.5
Total assets	$	3,489.4		$	3,577.8

See Notes to Condensed Consolidated Financial Statements.

These interim statements are unaudited.

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DPL INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
	September 30,			December 31,
$ in millions	2015			2014
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities:
Current portion of long-term debt (Note 5)	$	444.9		$	20.1
Short-term debt	10.0			—
Accounts payable	85.7			109.2
Accrued taxes	140.8			102.6
Accrued interest	31.1			27.2
Security deposits	33.8			14.4
Regulatory liabilities, current	20.5			4.4
Insurance and claims costs	5.6			6.4
Other current liabilities	48.4			48.7
Total current liabilities	820.8			333.0
Non-current liabilities:
Long-term debt (Note 5)	1,564.5			2,139.6
Deferred taxes	556.0			587.3
Taxes payable	3.4			80.9
Regulatory liabilities, non-current	125.6			124.1
Pension, retiree and other benefits	91.2			95.9
Unamortized investment tax credit	1.9			2.2
Other deferred credits	94.2			48.2
Total non-current liabilities	2,436.8			3,078.2
Redeemable preferred stock of subsidiary	18.4			18.4
Commitments and contingencies (Note 10)
Common shareholder's equity:
Common stock:
1,500 shares authorized; 1 share issued and outstanding at September 30, 2015 and December 31, 2014	—			—
Other paid-in capital	2,237.7			2,237.4
Accumulated other comprehensive income	13.4			7.5
Accumulated deficit	(2,037.7		)	(2,096.7		)
Total common shareholder's equity	213.4			148.2
Total liabilities and shareholder's equity	$	3,489.4		$	3,577.8

See Notes to Condensed Consolidated Financial Statements.

These interim statements are unaudited.

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DPL INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
	Nine months ended September 30,
$ in millions	2015			2014
Cash flows from operating activities:
Net income / (loss)	$	59.0		$	(116.8	)
Adjustments to reconcile net income / (loss) to net cash from operating activities:
Depreciation and amortization	104.1			103.7
Amortization of intangibles	—			0.9
Amortization of debt market value adjustments	(1.1		)	0.1
Deferred income taxes	(20.5		)	(2.5		)
Goodwill Impairment	—			135.8
Fixed-asset impairment	—			11.5
Changes in certain assets and liabilities:
Accounts receivable	48.8			12.7
Inventories	3.1			(3.6		)
Prepaid taxes	(0.6		)	0.5
Taxes applicable to subsequent years	58.2			52.1
Deferred regulatory costs, net	27.6			4.8
Accounts payable	(15.9		)	7.2
Accrued taxes payable	(39.2		)	(27.5		)
Accrued interest payable	3.7			14.5
Security deposits	19.4			0.5
Pension, retiree and other benefits	1.0			(5.2		)
Other	12.8			(14.3		)
Net cash provided by operating activities	260.4			174.4
Cash flows from investing activities:
Capital expenditures	(93.5		)	(81.6		)
Proceeds from sale of business	1.3			—
Purchase of emission allowances	—			(0.2		)
Purchase of renewable energy credits	(0.6		)	(3.4		)
Increase / (decrease) in restricted cash	3.2			(9.0		)
Other investing activities, net	0.4			1.1
Net cash used by investing activities	(89.2		)	(93.1		)
Net cash from financing activities:
Payments of deferred financing costs	(5.6		)	(0.3		)
Issuance of long-term debt	325.0			—
Borrowings from revolving credit facilities	70.0			115.0
Repayment of borrowings from revolving credit facilities	(60.0		)	(115.0		)
Retirement of long-term debt	(474.5		)	(30.1		)
Other financing activities, net	(0.1		)	—
Net cash used by financing activities	(145.2		)	(30.4		)
Cash and cash equivalents:
Net change	26.0			50.9
Balance at beginning of period	17.0			53.2
Cash and cash equivalents at end of period	$	43.0		$	104.1
Supplemental cash flow information:
Interest paid, net of amounts capitalized	$	77.3		$	73.8
Income taxes paid / (refunded), net	$	0.8		$	0.2
Non-cash financing and investing activities:
Accruals for capital expenditures	$	12.6		$	6.7

See Notes to Condensed Consolidated Financial Statements.

These interim statements are unaudited.

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DPL Inc.

Notes to Condensed Consolidated Financial Statements (Unaudited)

Note 1 – Overview and Summary of Significant Accounting Policies

Description of Business

DPL is a diversified regional energy company organized in 1985 under the laws of Ohio. DPL’stwo reportable segments are the Utility segment, comprised of its DP&L subsidiary, and the Competitive Retail segment, comprised of its DPLER operations, which included the operations of DPLER’s wholly owned subsidiary MC Squared. MC Squared was sold effective April 1, 2015. See Note 11 for more information relating to these reportable segments. The terms “we,” “us,” “our” and “ours” are used to refer to DPL and its subsidiaries.

DPL is an indirectly wholly owned subsidiary of AES.

DP&L is a public utility incorporated in 1911 under the laws of Ohio. Beginning in 2001, Ohio law gave Ohio consumers the right to choose the electric generation supplier from whom they purchase retail generation service, however distribution and transmission retail services are still regulated. DP&L has the exclusive right to provide such distribution and transmission services to its more than515,000customers located in West Central Ohio. Additionally, DP&L offers retail SSO electric service to residential, commercial, industrial and governmental customers in a6,000square mile area of West Central Ohio. DP&L owns multiple coal-fired and peaking electric generating facilities as well as numerous transmission facilities, all of which are included in the financial statements at amortized cost. During 2015, DP&L is required to source60%of the generation for its SSO customers through a competitive bid process and beginning January 2016, generation for its SSO customers will be100%competitively bid. Principal industries located in DP&L’s service territory include automotive, food processing, paper, plastic, manufacturing and defense. DP&L's sales reflect the general economic conditions, seasonal weather patterns, retail competition in our service territory and the market price of electricity. DP&L sells any excess energy and capacity into the wholesale market. On June 4, 2014, the PUCO issued an entry on rehearing which requires DP&L to separate its generation assets from its transmission and distribution assets no later than January 1, 2017. DP&L also sells electricity to DPLER, an affiliate, to satisfy the electric requirements of DPLER’s retail customers.

DPLER sells competitive retail electric service, under contract, to residential, commercial, industrial and governmental customers in Ohio. As of September 30, 2015, DPLER has approximately 128,000 customers currently located throughout Ohio. On April 1, 2015, DPLER closed on the sale of its former subsidiary, MC Squared. DPLER does not own any transmission or generation assets, and all of DPLER’s electric energy was purchased from DP&L to meet its sales obligations. DPLER’s sales reflect the general economic conditions and seasonal weather patterns of the areas it serves.

DPL’s other significant subsidiaries include DPLE, which owns and operates peaking generating facilities from which it makes wholesale sales of electricity, and MVIC, our captive insurance company that provides insurance services to us. DPL owns all of the common stock of its subsidiaries.

DPL also has a wholly owned business trust, DPL Capital Trust II, formed for the purpose of issuing trust capital securities to investors.

DP&L’s electric transmission and distribution businesses are subject to rate regulation by federal and state regulators while its generation business is deemed competitive under Ohio law. Accordingly, DP&L applies the accounting standards for regulated operations to its electric transmission and distribution businesses and records regulatory assets when incurred costs are expected to be recovered in future customer rates, and regulatory liabilities when current cost recoveries in customer rates relate to expected future costs.

DPL and its subsidiaries employed 1,234 people as of September 30, 2015, of which 1,194 were employed by DP&L. Approximately 59% of all DPL employees are under a collective bargaining agreement that expires on October 31, 2017.

Financial Statement Presentation

DPL’s Condensed Consolidated Financial Statements include the accounts of DPL and its wholly owned subsidiaries except for DPL Capital Trust II, which is not consolidated, consistent with the provisions of GAAP. DP&L has undivided ownership interests in five coal-fired generating facilities, various peaking generating

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facilities and numerous transmission facilities, all of which are included in the financial statements at amortized cost, which was adjusted to fair value at the date of the Merger for DPL. Operating revenues and expenses of these facilities are included on a pro rata basis in the corresponding lines in the Condensed Consolidated Statements of Operations. See Note 4 for more information.

Certain immaterial amounts from prior periods have been reclassified to conform to the current period presentation.

All material intercompany accounts and transactions are eliminated in consolidation.

These financial statements have been prepared in accordance with GAAP for interim financial statements, the instructions of Form 10-Q and Regulation S-X. Accordingly, certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with GAAP have been omitted from this interim report. Therefore, our interim financial statements in this report should be read along with the annual financial statements included in our Form 10-K.

In the opinion of our management, the Condensed Consolidated Financial Statements presented in this report contain all adjustments necessary to fairly state our financial position as of September 30, 2015; our results of operations for the three and nine months ended September 30, 2015 and 2014 and our cash flows for the nine months ended September 30, 2015 and 2014. Unless otherwise noted, all adjustments are normal and recurring in nature. Due to various factors, including, but not limited to, seasonal weather variations, the timing of outages of EGUs, changes in economic conditions involving commodity prices and competition, and other factors, interim results for the three and nine months ended September 30, 2015 may not be indicative of our results that will be realized for the full year ending December 31, 2015.

The preparation of financial statements in conformity with GAAP requires us to make estimates and judgments that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the revenues and expenses of the periods reported. Actual results could differ from these estimates. Significant items subject to such estimates and judgments include: the carrying value of property, plant and equipment; unbilled revenues; the valuation of derivative instruments; the valuation of insurance and claims liabilities; the valuation of allowances for receivables and deferred income taxes; regulatory assets and liabilities; liabilities recorded for income tax exposures; litigation; contingencies; the valuation of AROs; assets and liabilities related to employee benefits; goodwill; and intangibles.

As a result of push down accounting, DPL’s Condensed Consolidated Statements of Operations subsequent to the Merger include amortization expense relating to purchase accounting adjustments and depreciation of fixed assets based upon their fair value at the Merger date.

Sale of Receivables

DPLER sells its customer receivables. These sales are at a small discount for cash at the billed amounts for their customers’ use of energy. Total receivables sold by DPLER and by MC Squared prior to its sale during the three months ended September 30, 2015 and 2014 were $9.4 million and $37.7 million, respectively. Total receivables sold by DPLER and by MC Squared prior to its sale during the nine months ended September 30, 2015 and 2014 were $49.1 million and $98.7 million, respectively.

Accounting for Taxes Collected from Customers and Remitted to Governmental Authorities

DPL collects certain excise taxes levied by state or local governments from its customers. These taxes are accounted for on a net basis and not included in revenue. The amounts of such taxes collected for the three months ended September 30, 2015 and 2014 were $13.0 million and $12.5 million, respectively. The amounts of such taxes collected for the nine months ended September 30, 2015 and 2014 were $38.5 million and $38.5 million, respectively.

Related Party Transactions

In December 2013, an agreement was signed, effective January 1, 2014, whereby the Service Company is to provide services including operations, accounting, legal, human resources, information technology and other corporate services on behalf of companies that are part of the U.S. SBU, including, among other companies, DPL and DP&L. The Service Company allocates the costs for these services based on cost drivers designed to result in fair and equitable allocations. This includes ensuring that the regulated utilities served, including DP&L, are not subsidizing costs incurred for the benefit of other businesses. DPL charges the Service Company for employee payroll and benefit costs that are incurred on behalf of the Service Company.

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In the normal course of business, DPL enters into transactions with subsidiaries of AES. The following table provides a summary of these transactions:

	Three months ended				Nine months ended
	September 30,				September 30,
$ in millions	2015		2014		2015		2014
Transactions with the Service Company
Charges from the Service Company	$	8.9	$	11.7	$	28.5	$	28.4
Charges to the Service Company	$	1.1	$	0.6	$	5.1	$	1.8
					at September 30, 2015		at December 31, 2014
Net prepaid / (payable) to the service company					$	0.1	$	(4.7	)

DPL has issued debt to a wholly owned business trust, DPL Capital Trust II. See Note 5 for further information.

Recently Issued Accounting Standards

ASU No. 2015-03, Interest – Imputation of Interest (Subtopic 835-30)

In April 2015, the FASB issued ASU No. 2015-03, which simplifies the presentation of debt issuance costs by requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this update. The standard is effective for annual reporting periods beginning after December 15, 2015 and interim periods therein, and requires the use of the full retrospective approach. Early adoption is permitted for financial statements that have not been previously issued. As of September 30, 2015, DPL had approximately $17.6 millionin deferred financing costs classified in other non-current assets that would be reclassified to reduce the related debt liabilities upon adoption of ASU No. 2015-03.

ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606)

In May 2014, the FASB issued ASU No. 2014-09, which clarifies principles for recognizing revenue and will result in a common revenue standard for U.S. GAAP and International Financial Reporting Standards. The objective of the new standard is to provide a single and comprehensive revenue recognition model for all contracts with customers to improve comparability. The revenue standard contains principles that an entity will apply to determine the measurement of revenue and timing of when it is recognized. The standard requires an entity to recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contract with Customer (Topic 606): Deferral of the Effective Date, which deferred the effective date of ASU 2014-09 by one year, resulting in the new revenue standard being effective for annual reporting periods beginning after December 15, 2017 and interim periods therein. Early adoption is now permitted only as of the original effective date for public entities (that is, no earlier than 2017 for calendar year-end entities). The standard permits the use of either a full retrospective or modified retrospective approach. We have not yet selected a transition method and we are currently evaluating the impact of adopting the standard on our financial statements.

ASU No. 2015-11, Inventory: Simplifying the Measurement of Inventory (Topic 330)

In July 2015, the FASB issued ASU No. 2015-11, which simplifies the subsequent measurement of inventory. It replaces the current lower of cost or market test with a lower of cost or net realizable value test. The standard is effective for public entities for annual reporting periods beginning after December 15, 2016, and interim periods therein. Early adoption is permitted. The new guidance must be applied prospectively. We are currently evaluating the impact of adopting the standard on our financial statements.

ASU No. 2015-02, Consolidation — Amendments to the Consolidation Analysis (Topic 810)

In February 2015, the FASB issued ASU 2015-02, which makes targeted amendments to the current consolidation guidance and ends the deferral granted to investment companies from applying the VIE guidance. The standard amends the evaluation of whether (1) fees paid to a decision-maker or service providers represent a variable interest, (2) a limited partnership or similar entity has the characteristics of a VIE and (3) a reporting entity is the primary beneficiary of a VIE. The standard is effective for annual periods beginning after December 15, 2015 and

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interim periods therein. Early adoption is permitted. We are currently evaluating the impact of adopting the standard on our financial statements.

ASU No. 2015-13, Derivatives and Hedging (Topic 815): Application of the Normal Purchases and Normal Sales Scope Exception to Certain Electricity Contracts within Nodal Energy Market

In August 2015, the FASB issued ASU No. 2015-13, which resolves the diversity in practice resulting from determining whether certain contracts qualify for the normal purchases and normal sales scope exception under ASC Topic 815, Derivatives and Hedging. This standard clarifies that entities would not be precluded from applying the normal purchases and normal sales exception to certain forward contracts that necessitate the transmission of electricity through, or delivery to a location within, a nodal energy market. The standard is effective upon issuance and should be applied prospectively. As we had designated qualifying contracts as normal purchase or normal sales, there was no impact on our financial statements upon adoption of this standard.

ASU No. 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement

In April 2015, the FASB issued ASU No. 2015-05, which clarifies how customers in cloud computing arrangements should determine whether the arrangement includes a software license and eliminates the existing requirement for customers to account for software licenses they acquired by analogizing to the accounting guidance on leases. The standard is effective for annual reporting periods beginning after December 15, 2015 and interim periods therein. Early adoption is permitted. The standard permits the use of a prospective or retrospective approach. We have not yet selected a transition method and we are currently evaluating the impact of adopting the standard on our financial statements.

Note 2 – Supplemental Financial Information

Accounts receivable and Inventories are as follows at September 30, 2015 and December 31, 2014:

	September 30,			December 31,
$ in millions	2015			2014
Accounts receivable, net:
Unbilled revenue	$	49.3		$	79.2
Customer receivables	86.8			104.8
Amounts due from partners in jointly owned plants	12.0			14.2
Other	5.6			4.0
Provision for uncollectible accounts	(1.0		)	(1.3		)
Total accounts receivable, net	$	152.7		$	200.9
Inventories, at average cost:
Fuel and limestone	$	60.3		$	65.3
Plant materials and supplies	34.7			33.5
Other	2.0			1.4
Total inventories, at average cost	$	97.0		$	100.2

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Accumulated Other Comprehensive Income / (Loss)

The amounts reclassified out of Accumulated Other Comprehensive Income / (Loss) by component during the three and nine months endedSeptember 30, 2015 and 2014 are as follows:

Details about Accumulated Other Comprehensive Income / (Loss) components	Affected line item in the Condensed Consolidated Statements of Operations	Three months ended						Nine months ended
		September 30,						September 30,
$ in millions		2015			2014			2015			2014
Gains and losses on Available-for-sale securities activity (Note 8):
	Other income	$	—		$	0.3		$	—		$	0.6
	Tax expense	—			(0.1		)	—			(0.2		)
	Net of income taxes	—			0.2			—			0.4
Gains and losses on cash flow hedges (Note 9):
	Interest expense	(0.2		)	(0.3		)	(0.7		)	(1.0		)
	Revenue	(3.8		)	4.9			(7.0		)	23.4
	Purchased power	0.9			0.3			2.7			(0.8		)
	Total before income taxes	(3.1		)	4.9			(5.0		)	21.6
	Tax expense	1.1			(1.5		)	1.6			(7.4		)
	Net of income taxes	(2.0		)	3.4			(3.4		)	14.2
Amortization of defined benefit pension items (Note 7):
	Other income	0.1			—			0.3			—
	Tax expense	—			—			(0.4		)	—
	Net of income taxes	0.1			—			(0.1		)	—
Total reclassifications for the period, net of income taxes		$	(1.9	)	$	3.6		$	(3.5	)	$	14.6

The changes in the components of Accumulated Other Comprehensive Income / (Loss) during the nine months endedSeptember 30, 2015 are as follows:

$ in millions	Gains / (losses) on available-for-sale securities			Gains / (losses) on cash flow hedges			Change in unfunded pension obligation			Total
Balance January 1, 2015	$	0.5		$	18.5		$	(11.5	)	$	7.5
Other comprehensive income before reclassifications	(0.2		)	9.6			—			9.4
Amounts reclassified from accumulated other comprehensive income / (loss)	—			(3.4		)	(0.1		)	(3.5		)
Net current period other comprehensive income / (loss)	(0.2		)	6.2			(0.1		)	5.9
Balance September 30, 2015	$	0.3		$	24.7		$	(11.6	)	$	13.4

Note 3 – Regulatory assets and liabilities

DP&L has certain rate riders that provide for recovering, on a timely basis, costs incurred for specific programs for which costs may fluctuate. These riders generally allow DP&L to estimate future costs and customer kWh

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consumption and set rider rates designed to recover those estimated costs as they are incurred. Differences between revenues collected and the actual program costs are tracked and reconciled by increasing or reducing future rates accordingly. DP&L’s current regulatory assets and current regulatory liabilities reflect the reconciliation of such differences, with the exception of deferred storm costs. The deferred storm regulatory asset reflects costs incurred to repair major storm damage in previous years, for which DP&L was granted cost recovery during 2015. The changes in DP&L’s current regulatory asset and liability balances from December 31, 2014 to September 30, 2015 primarily represent the recovery of$16.7 million of deferred storm costs, and the reconciliation of other rider costs.

Note 4 – Ownership of Coal-fired Facilities

DP&L has undivided ownership interests in fivecoal-fired electric generating facilities, various peaking facilities and numerous transmission facilities with certain other Ohio utilities. Certain expenses, primarily fuel costs for the generating units, are allocated to the owners based on their energy usage. The remaining expenses, investments in fuel inventory, plant materials and operating supplies, and capital additions are allocated to the owners in accordance with their respective ownership interests. At September 30, 2015, DP&L had $25.0 million of construction work in process at such jointly owned facilities. DP&L’s share of the operating cost of such facilities is included within the corresponding line in the Condensed Consolidated Statements of Operations and DP&L’s share of the investment in the facilities is included within Total net property, plant and equipment in the Condensed Consolidated Balance Sheets. Each joint owner provides their own financing for their share of the operations and capital expenditures of the jointly owned units and stations.

DP&L’s undivided ownership interest in such facilities at September 30, 2015 is as follows:

	DP&L Share		DPL Carrying value
Jointly owned production units and stations:	Ownership (%)	Summer Production Capacity (MW)	Gross Plant in Service ($ in millions)		Accumulated Depreciation ($ in millions)		Construction Work in Process ($ in millions)		SCR and FGD Equipment Installed and in Service (Yes/No)
Conesville Unit 4	16.5	129	$	25	$	4	$	1	Yes
Killen Station	67.0	402	340		30		1		Yes
Miami Fort Units 7 and 8	36.0	368	218		31		4		Yes
Stuart Station	35.0	808	234		21		14		Yes
Zimmer Station	28.1	371	186		44		5		Yes
Transmission (at varying percentages)		n/a	42		7		—
Total		2,078	$	1,045	$	137	$	25

DPL revalued DP&L’s investment in the above plants at the estimated fair value for each plant at the date of the Merger.

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Note 5 – Debt

Long-term debt

	September 30,			December 31,
$ in millions	2015			2014
First mortgage bonds due in September 2016 - 1.875%	$	—		$	445.0
Pollution control series due in January 2028 - 4.7%	—			35.3
Pollution control series due in January 2034 - 4.8%	—			179.1
Pollution control series due in September 2036 - 4.8%	100.0			100.0
Pollution control series due in November 2040 - rates from: 0.02% - 0.12% and 0.04% - 0.15% (a)	—			100.0
Pollution control series due in August 2020 - 1.13% - 1.14%	200.0			—
U.S. Government note due in February 2061 - 4.2%	18.0			18.1
Unamortized debt discount / premiums, net	(3.5		)	(2.8		)
Total long-term debt at subsidiary	314.5			874.7
Bank term loan due in July 2020 - rates from: 2.44% - 2.45%	125.0			—
Bank term loan due in May 2018 - rates from: 2.41% - 2.44% and 2.42% - 2.45% (a)	—			140.0
Senior unsecured bonds due in October 2016 - 6.5%	130.0			130.0
Senior unsecured bonds due in October 2019 - 6.75%	200.0			200.0
Senior unsecured bonds due in October 2021 - 7.25%	780.0			780.0
Note to DPL Capital Trust II due in September 2031 - 8.125% (b)	15.6			15.6
Unamortized debt discount / premiums, net	(0.6		)	(0.7		)
Total non-current portion of long-term debt	$	1,564.5		$	2,139.6

Current portion of long-term debt

	September 30,			December 31,
$ in millions	2015			2014
Bank term loan due in May 2018 - rates from: 2.41% - 2.44% and 2.42% - 2.45% (a)	$	—		$	20.0
U.S. Government note due in February 2061 - 4.2%	0.1			0.1
First mortgage bonds due in September 2016 - 1.875%	445.0			—
Unamortized debt discount	(0.2		)	—
Total current portion of long-term debt	$	444.9		$	20.1

(a) Range of interest rates for the nine months endedSeptember 30, 2015 and the twelve months ended December 31, 2014, respectively.

(b) Note payable to related party. See Note 1: Related Party Transactions for additional information.

Premiums or discounts recognized at the date of the Merger are amortized over the remaining life of the debt using the effective interest method.

DP&L has an unsecured revolving credit agreement with a syndicated bank group. Prior to refinancing the facility on July 31, 2015, as discussed below, this facility had a $300.0 million borrowing limit, a five-year term expiring on May 10, 2018, a $100.0 million letter of credit sublimit and a feature that provided DP&L the ability to increase the size of the facility by an additional $100.0 million.

On July 31, 2015, DP&L refinanced its revolving credit facility, reducing the total size from $300.0 million to $175.0 million, with a $50.0 million letter of credit sublimit and a feature that provides DP&L the ability to increase the size of the facility by an additional $100.0 million. This refinancing extended the life of the facility from May 2018 to July 2020. At September 30, 2015, DP&L had drawn $10.0 million under this facility and had two letters of credit in the amount of $1.4 million outstanding under this facility, with the remaining $163.6 million available to DP&L. Fees associated with this letter of credit facility were not material during the nine months ended September 30, 2015 or 2014.

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DP&L’s unsecured revolving credit agreement has two financial covenants. The first financial covenant measures Total Debt to Total Capitalization. The Total Debt to Total Capitalization ratio is calculated, at the end of each fiscal quarter, by dividing total debt at the end of the quarter by total capitalization at the end of the quarter. The second financial covenant ratio compares EBITDA to Interest Expense ratio. The EBITDA to Interest Expense ratio is calculated, at the end of each fiscal quarter, by dividing EBITDA for the four prior fiscal quarters by the consolidated interest charges for the same period.

On July 1, 2015, the $35.3 million of DP&L's4.7% pollution control bonds due January 2028 and $41.3 million of DP&L's4.8% pollution control bonds due January of 2034 were called at par and were redeemed with cash.

On August 3, 2015, DP&L called $100.0 million of variable rate pollution control bonds due November 2040 and terminated the amended standby letter of credit facilities. DP&L also called the $137.8 million of 4.8% pollution control bonds due January of 2034. These bonds were refinanced with $200.0 million of new pollution control bonds at variable rates of interest secured by first mortgage bonds in an equivalent amount, and the remaining $37.8 million was redeemed.

DPL has a revolving credit facility. This facility has a letter of credit sublimit and a feature that provides DPL the ability to increase the size of the facility. Prior to refinancing the facility on July 31, 2015, as discussed below, this facility was unsecured and had a borrowing limit of $100.0 million with a $100.0 million letter of credit sublimit, was able to be increased in size by DPL by an additional $50.0 million and had a five-year term expiring on May 10, 2018; with a springing maturity, meaning that if DPL had not refinanced its senior unsecured bonds due October 2016 before July 15, 2016, then the maturity of this facility would have been July 15, 2016.

On July 31, 2015, DPL refinanced its revolving credit facility, increasing the total size from $100.0 million to $205.0 million, with a $200.0 million letter of credit sublimit and a feature that provides DPL the ability, under certain circumstances, to increase the size of the facility by an additional $95.0 million. This facility is secured by a pledge of common stock that DPL owns in DP&L, limited to the amount permitted to be pledged under certain Indentures dated October 3, 2011 and October 6, 2014 between DPL and Wells Fargo Bank, NA and U.S. Bank National Association, respectively, as Trustee and a limited recourse guarantee by DPLE secured by assets of DPLE. On October 29, 2015, DPL further secured the credit facility through a leasehold mortgage on additional assets of DPLE.  This refinancing extended the life of the facility from May 2018 to July 2020. DPL's new credit facility has a springing maturity feature providing that if, before July 1, 2019, DPL has not refinanced its senior unsecured bonds due October 2019 to have a maturity date that is at least six months later than July 31, 2020, then the maturity of this facility shall be July 1, 2019. At September 30, 2015, there was one letter of credit in the amount of $2.3 million outstanding under this facility, with the remaining $202.7 million available to DPL. Fees associated with this facility were not material during the nine months ended September 30, 2015 or 2014.

Also on July 31, 2015, DPL refinanced its term loan, paying down the outstanding amount of $160.0 million using proceeds from the new term loan of $125.0 million and a combination of cash on hand and draws on short term credit facilities. The new term loan extends the term to July of 2020, pushing back required principal payments to 2017, and providing a mechanism for DPL to request additional term loans to refinance existing indebtedness. This facility is secured by a pledge of common stock that DPL owns in DP&L, limited to the amount permitted to be pledged under certain Indentures dated October 3, 2011 and October 6, 2014 between DPL and Wells Fargo Bank, NA and U.S. Bank National Association, respectively, as Trustee and a limited recourse guarantee by DPLE secured by assets of DPLE. On October 29, 2015, DPL further secured the credit facility through a leasehold mortgage on additional assets of DPLE. The new term loan has a springing maturity feature providing that if, before July 1, 2019, DPL has not refinanced its senior unsecured bonds due October 2019 to have a maturity date that is at least six months later than July 31, 2020, then the maturity of this facility shall be July 1, 2019.

DPL’s revolving credit agreement and term loan have two financial covenants. The first financial covenant, a Total Debt to EBITDA ratio, is calculated at the end of each fiscal quarter by dividing total debt at the end of the current quarter by consolidated EBITDA for the four prior fiscal quarters. The second financial covenant, an EBITDA to Interest Expense ratio, is calculated, at the end of each fiscal quarter, by dividing EBITDA for the four prior fiscal quarters by the consolidated interest charges for the same period.

DPL’s revolving credit agreement and term loan restrict dividend payments from DPL to AES and the cost of borrowing under the facilities adjust under certain credit rating scenarios.

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Substantially all property, plant & equipment of DP&L is subject to the lien of the mortgage securing DP&L’s First and Refunding Mortgage.

Note 6 – Income Taxes

The following table details the effective tax rates for the three and nine months ended September 30, 2015 and 2014.

	Three months ended		Nine months ended
	September 30,		September 30,
	2015	2014	2015	2014
DPL	3.4%	(71.5)%	18.6%	(34.2)%

Income tax expense for the nine months endedSeptember 30, 2015 and 2014 was calculated using the estimated annual effective income tax rates for 2015 and 2014 of 30.8% and (42.3)%, respectively. For the nine months endedSeptember 30, 2015 and 2014, management estimated the annual effective tax rate based on its forecast of annual pre-tax income. To the extent that actual pre-tax results for the year differ from the forecasts applied to the most recent interim period, the rates estimated could be materially different from the actual effective tax rates.

For the three and nine months ended September 30, 2015, DPL’s current period effective rate was less than the estimated annual effective rate primarily due to the sale of MC Squared and an anticipated refund from the IRS for the filing of an amended 2011 predecessor tax return to include the domestic manufacturing deduction. The increase in the effective rate compared to the same period in 2014 is primarily due to the non-deductible goodwill impairment in 2014 which did not occur in 2015.

Note 7 – Pension and Postretirement Benefits

DP&L sponsors a defined benefit pension plan for the vast majority of its employees.

We generally fund pension plan benefits as accrued in accordance with the minimum funding requirements of ERISA and, in addition, make voluntary contributions from time to time. There was $5.0 million and $0.0 million in employer contributions made during the nine months endedSeptember 30, 2015 and 2014, respectively.

The amounts presented in the following tables for pension include the collective bargaining plan formula, the traditional management plan formula, the cash balance plan formula and the SERP, in the aggregate. The amounts presented for postretirement include both health and life insurance. The pension and postretirement costs below have not been adjusted for amounts billed to the Service Company for former DP&L employees who are now employed by the Service Company but are still participants in the DP&L plan. See "Related Party Transactions" discussion in Note 1, "Overview and Summary of Significant Accounting Policies".

The net periodic benefit cost of the pension and postretirement benefit plans for the three and nine months ended September 30, 2015 and 2014 was:

Net Periodic Benefit Cost	Pension						Postretirement
	Three months ended						Three months ended
	September 30,						September 30,
$ in millions	2015			2014			2015			2014
Service cost	$	1.7		$	1.5		$	0.1		$	—
Interest cost	4.4			4.3			0.2			0.2
Expected return on plan assets	(5.7		)	(5.8		)	(0.1		)	—
Amortization of unrecognized:
Prior service cost	0.5			0.4			—			—
Actuarial loss / (gain)	1.5			0.9			(0.1		)	(0.1		)
Net periodic benefit cost	$	2.4		$	1.3		$	0.1		$	0.1

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Net Periodic Benefit Cost	Pension						Postretirement
	Nine months ended						Nine months ended
	September 30,						September 30,
$ in millions	2015			2014			2015			2014
Service cost	$	5.3		$	4.5		$	0.1		$	0.1
Interest cost	13.0			13.1			0.5			0.6
Expected return on plan assets	(17.0		)	(17.2		)	(0.1		)	(0.1		)
Amortization of unrecognized:
Prior service cost	1.5			1.1			—			—
Actuarial loss / (gain)	4.4			2.6			(0.3		)	(0.4		)
Net periodic benefit cost	$	7.2		$	4.1		$	0.2		$	0.2

Benefit payments and Medicare Part D reimbursements, which reflect future service, are estimated to be paid as follows:

$ in millions	Pension		Postretirement
2015	$	6.2	$	0.5
2016	25.2		1.8
2017	25.7		1.7
2018	26.3		1.6
2019	26.7		1.5
2020 - 2024	137.0		6.1

Note 8 – Fair Value Measurements

The fair values of our financial instruments are based on published sources for pricing when possible. We rely on valuation models only when no other methods exist. The value of our financial instruments represents our best estimates of the fair value, which may not be the value realized in the future.

The following table presents the fair value and cost of our non-derivative instruments at September 30, 2015 and December 31, 2014. Information about the fair value of our derivative instruments can be found in Note 9.

	September 30, 2015				December 31, 2014
$ in millions	Cost		Fair Value		Cost		Fair Value
Assets
Money market funds	$	0.2	$	0.2	$	0.1	$	0.1
Equity securities	2.7		3.4		2.7		3.7
Debt securities	4.5		4.4		4.7		4.7
Hedge funds	0.7		0.7		0.8		0.8
Real estate	0.3		0.3		0.4		0.4
Total Assets	$	8.4	$	9.0	$	8.7	$	9.7
Liabilities
Debt	$	2,009.4	$	2,033.7	$	2,159.7	$	2,204.8

These financial instruments are not subject to master netting agreements or collateral requirements and as such are presented in the Condensed Consolidated Balance Sheet at their gross fair value, except for Debt, which is presented at amortized carrying value.

Debt

Unrealized gains or losses are not recognized in the financial statements as debt is presented at cost, net of unamortized premium or discount in the financial statements. The debt amounts include the current portion payable in the next twelve months and have maturities that range from 2016 to 2061.

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Master Trust Assets

DP&L established Master Trusts to hold assets that could be used for the benefit of employees participating in employee benefit plans and these assets are not used for general operating purposes. These assets are primarily comprised of open-ended mutual funds, which are valued using the net asset value per unit. These investments are recorded at fair value within Other deferred assets on the balance sheets and classified as available-for-sale. Any unrealized gains or losses are recorded in AOCI until the securities are sold.

DPL had $0.5 million ($0.4 million after tax) of unrealized gains and $0.1 million ($0.1 million after tax) of unrealized losses on the Master Trust assets in AOCI at September 30, 2015 and $0.8 million ($0.5 million after tax) of unrealized gains and immaterial unrealized losses on the Master Trust assets in AOCI at December 31, 2014.

During the nine months endedSeptember 30, 2015, $1.0 million ($0.7 million after tax) of various investments were sold to facilitate the distribution of benefits and the unrealized gains were reversed into earnings. An immaterial amount of unrealized gains are expected to be reversed to earnings as investments are sold over the next twelve months to facilitate the distribution of benefits.

Fair Value Hierarchy

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. These inputs are then categorized as:

• Level 1 (quoted prices in active markets for identical assets or liabilities);

• Level 2 (observable inputs such as quoted prices for similar assets or liabilities or quoted prices in markets that are not active);

• Level 3 (unobservable inputs).

Valuations of assets and liabilities reflect the value of the instrument including the values associated with counterparty risk. We include our own credit risk and our counterparty’s credit risk in our calculation of fair value using global average default rates based on an annual study conducted by a large rating agency.

We did not have any transfers of the fair values of our financial instruments between Level 1 and Level 2 of the fair value hierarchy during the three months and nine months ended September 30, 2015 and 2014.

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The fair value of assets and liabilities at September 30, 2015 and December 31, 2014 and the respective category within the fair value hierarchy for DPL was determined as follows:

Assets and Liabilities at Fair Value
			Level 1		Level 2		Level 3
$ in millions	Fair value at September 30, 2015		Based on Quoted Prices in Active Markets		Other Observable Inputs		Unobservable Inputs
Assets
Master Trust assets
Money market funds	$	0.2	$	0.2	$	—	$	—
Equity securities	3.4		—		3.4		—
Debt securities	4.4		—		4.4		—
Hedge funds	0.7		—		0.7		—
Real estate	0.3		—		0.3		—
Total Master Trust assets	9.0		0.2		8.8		—
Derivative Assets
FTRs	0.4		—		—		0.4
Forward power contracts	30.0		—		30.0		—
Total Derivative assets	30.4		—		30.0		0.4
Total Assets	$	39.4	$	0.2	$	38.8	$	0.4
Liabilities
Derivative Liabilities
FTRs	0.7		—		—		0.7
Forward power contracts	24.4		—		22.2		2.2
Total Derivative liabilities	25.1		—		22.2		2.9
Debt	2,033.7		—		2,015.6		18.1
Total Liabilities	$	2,058.8	$	—	$	2,037.8	$	21.0

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Assets and Liabilities at Fair Value
			Level 1		Level 2		Level 3
$ in millions	Fair value at December 31, 2014		Based on Quoted Prices in Active Markets		Other Observable Inputs		Unobservable Inputs
Assets
Master Trust assets
Money market funds	$	0.1	$	0.1	$	—	$	—
Equity securities	3.7		—		3.7		—
Debt securities	4.7		—		4.7		—
Hedge funds	0.8		—		0.8		—
Real estate	0.4		—		0.4		—
Total Master Trust assets	9.7		0.1		9.6		—
Derivative assets
Forward power contracts	14.9		—		13.7		1.2
Total Derivative assets	14.9		—		13.7		1.2
Total Assets	$	24.6	$	0.1	$	23.3	$	1.2
Liabilities
Derivative liabilities
FTRs	$	0.6	$	—	$	—	0.6
Heating oil futures	0.4		0.4		—		—
Natural gas futures	0.1		0.1		—		—
Forward power contracts	11.1		—		11.1		—
Total Derivative liabilities	12.2		0.5		11.1		0.6
Debt	2,204.8		—		2,186.6		18.2
Total Liabilities	$	2,217.0	$	0.5	$	2,197.7	$	18.8

Our financial instruments are valued using the market approach in the following categories:

• Level 1 inputs are used for derivative contracts such as heating oil futures and for money market accounts that are considered cash equivalents. The fair value is determined by reference to quoted market prices and other relevant information generated by market transactions.

• Level 2 inputs are used to value derivatives such as forward power contracts (which are traded on the OTC market but which are valued using prices on the NYMEX for similar contracts on the OTC market). Other Level 2 assets include open-ended mutual funds that are in the Master Trust, which are valued using observable prices based on the end of day NAV per unit.

• Level 3 inputs such as FTRs are considered a Level 3 input because the monthly auctions are considered inactive. Other Level 3 inputs include the credit valuation adjustment on some of the forward power contracts and forward power contracts in less active markets. Our Level 3 inputs are immaterial to our derivative balances as a whole and as such no further disclosures are presented.

Approximately 97% of the inputs to the fair value of our derivative instruments are from quoted market prices.

Our debt is fair valued for disclosure purposes only and most of the fair values are determined using quoted market prices in inactive markets. These fair value inputs are considered Level 2 in the fair value hierarchy. As the Wright-Patterson Air Force Base loan is not publicly traded, fair value is assumed to equal carrying value. These fair value inputs are considered Level 3 in the fair value hierarchy as there are no observable inputs. Additional Level 3 disclosures are not presented since debt is not recorded at fair value.

Non-recurring Fair Value Measurements

We use the cost approach to determine the fair value of our AROs, which is estimated by discounting expected cash outflows to their present value at the initial recording of the liability. Cash outflows are based on the

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approximate future disposal cost as determined by market information, historical information or other management estimates. These inputs to the fair value of the AROs would be considered Level 3 inputs under the fair value hierarchy. AROs for ash ponds, asbestos, river structures and underground storage tanks increased by a net amount of $38.7 million and $1.2 million during the nine months endedSeptember 30, 2015 and 2014, respectively. The majority of the increase in 2015 is due to an increase in the AROs for ash ponds ($40.6 million) as a result of new rules promulgated by the USEPA that were published in the Federal Register in April 2015 and became effective in October 2015.

When evaluating impairment of goodwill and long-lived assets, we measure fair value using the applicable fair value measurement guidance. Impairment expense is measured by comparing the fair value at the evaluation date to the carrying amount. The following table summarizes Goodwill and Long-lived assets measured at fair value on a non-recurring basis during the period and their level within the fair value hierarchy (there were no impairments during the nine months ended September 30, 2015):

$ in millions	Nine months ended September 30, 2014
	Carrying		Fair Value						Gross
	Amount (c)		Level 1		Level 2		Level 3		Loss
Assets
Long-lived assets (a)
DP&L (East Bend)	$	14.2	$	—	$	—	$	2.7	$	11.5
Goodwill (b)
DPLER Reporting unit	$	135.8	$	—	$	—	$	—	$	135.8

(a)See Note 9 for further information

(b)See Note 12 for further information

(c)Carrying amount at date of valuation

Note 9 – Derivative Instruments and Hedging Activities

In the normal course of business, DPL enters into various financial arrangements, including derivative financial instruments. We use derivatives principally to manage the risk of changes in market prices for commodities. The derivatives that we use to economically hedge these risks are governed by our risk management policies for forward and futures contracts. Our net positions are continually assessed within our structured hedging programs to determine whether new or offsetting transactions are required. The objective of the hedging program is to mitigate financial risks while ensuring that we have adequate resources to meet our requirements. We monitor and value derivative positions monthly as part of our risk management processes. We use published sources for pricing, when possible, to mark positions to market. All of our derivative instruments are used for risk management purposes and are designated as normal purchase/normal sale, cash flow hedges or marked to market each reporting period.

At September 30, 2015, DPL had the following outstanding derivative instruments:

Commodity	Accounting Treatment	Unit	Purchases (in thousands)	Sales (in thousands)		Net Purchases/ (Sales) (in thousands)
FTRs	Mark to Market	MWh	24.7	—		24.7
Forward power contracts	Cash Flow Hedge	MWh	1,361.2	(7,857.7	)	(6,496.5	)
Forward power contracts	Mark to Market	MWh	5,309.7	(1,850.3	)	3,459.4

At December 31, 2014, DPL had the following outstanding derivative instruments:

Commodity	Accounting Treatment	Unit	Purchases (in thousands)	Sales (in thousands)		Net Purchases/ (Sales) (in thousands)
FTRs	Mark to Market	MWh	10.5	—		10.5
Heating oil futures	Mark to Market	Gallons	378.0	—		378.0
Natural gas futures	Mark to Market	Dths	200.0	—		200.0
Forward power contracts	Cash Flow Hedge	MWh	175.0	(2,991.0	)	(2,816.0	)
Forward power contracts	Mark to Market	MWh	1,725.2	(2,707.8	)	(982.6	)

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Cash Flow Hedges

As part of our risk management processes, we identify the relationships between hedging instruments and hedged items, as well as the risk management objective and strategy for undertaking various hedge transactions. The fair value of cash flow hedges is determined by observable market prices available as of the balance sheet dates and will continue to fluctuate with changes in market prices up to contract expiration. The effective portion of the hedging transaction is recognized in AOCI and transferred to earnings using specific identification of each contract when the forecasted hedged transaction takes place or when the forecasted hedged transaction is probable of not occurring. The ineffective portion of the cash flow hedge is recognized in earnings in the current period. All risk components were taken into account to determine the hedge effectiveness of the cash flow hedges.

We enter into forward power contracts to manage commodity price risk exposure related to our generation of electricity. We do not hedge all commodity price risk. We reclassify gains and losses on forward power contracts from AOCI into earnings in those periods in which the contracts settle.

The following table provides information for DPL concerning gains or losses recognized in AOCI for the cash flow hedges for the three months ended September 30, 2015 and 2014:

	Three months ended						Three months ended
	September 30, 2015						September 30, 2014
				Interest						Interest
$ in millions (net of tax)	Power			Rate Hedge			Power			Rate Hedge
Beginning accumulated derivative gain / (loss) in AOCI	$	1.1		$	17.8		$	(12.4	)	$	18.8
Net gains / (losses) associated with current period hedging transactions	7.8			—			1.2			—
Net gains / (losses) reclassified to earnings
Interest expense	—			(0.1		)	—			(0.2		)
Revenues	(2.5		)	—			3.4			—
Purchased power	0.6			—			0.2			—
Ending accumulated derivative gain / (loss) in AOCI	$	7.0		$	17.7		$	(7.6	)	$	18.6

The following table provides information for DPL concerning gains or losses recognized in AOCI for the cash flow hedges for the nine months endedSeptember 30, 2015 and 2014:

	Nine months ended						Nine months ended
	September 30, 2015						September 30, 2014
				Interest						Interest
$ in millions (net of tax)	Power			Rate Hedge			Power			Rate Hedge
Beginning accumulated derivative gain in AOCI	$	0.2		$	18.3		$	1.4		$	19.2
Net gains / (losses) associated with current period hedging transactions	9.6			—			(23.8		)	—
Net gains / (losses) reclassified to earnings
Interest expense	—			(0.6		)	—			(0.6		)
Revenues	(4.5		)	—			15.4			—
Purchased power	1.7			—			(0.6		)	—
Ending accumulated derivative gain / (loss) in AOCI	$	7.0		$	17.7		$	(7.6	)	$	18.6
Portion expected to be reclassified to earnings in the next twelve months (a)	$	3.3		$	(0.8	)
Maximum length of time that we are hedging our exposure to variability in future cash flows related to forecasted transactions (in months)	39			0

(a)The actual amounts that we reclassify from AOCI to earnings related to power can differ from the estimate above due to market price changes.

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Mark to Market Accounting

Certain derivative contracts are entered into on a regular basis as part of our risk management program but do not qualify for hedge accounting or the normal purchase and sales exceptions under FASC 815. Accordingly, such contracts are recorded at fair value with changes in the fair value charged or credited to the Condensed Consolidated Statements of Operations in the period in which the change occurred. This is commonly referred to as “MTM accounting.” Contracts we enter into as part of our risk management program may be settled financially, by physical delivery, or net settled with the counterparty. FTRs, heating oil futures, natural gas, and certain forward power contracts are currently marked to market.

Certain qualifying derivative instruments have been designated as normal purchases or normal sales contracts, as provided under GAAP. Derivative contracts that have been designated as normal purchases or normal sales under GAAP are not subject to MTM accounting and are recognized in the Condensed Consolidated Statements of Operations on an accrual basis.

Regulatory Assets and Liabilities

In accordance with regulatory accounting under GAAP, a cost or loss that is probable of recovery in future rates should be deferred as a regulatory asset and revenue or a gain that is probable of being returned to customers should be deferred as a regulatory liability. Portions of the derivative contracts that are marked to market each reporting period and are related to the retail portion of DP&L’s load requirements are included as part of the fuel and purchased power recovery rider approved by the PUCO which began January 1, 2010. Therefore, a portion of the heating oil futures are assigned to the retail jurisdiction and deferred as a regulatory asset or liability until the contracts settle. If these unrealized gains and losses are no longer deemed to be probable of recovery through our rates, they will be reclassified into earnings in the period such determination is made.

The following tables present the amount and classification within the Condensed Consolidated Statements of Operations or Condensed Consolidated Balance Sheets of the gains and losses on DPL’s derivatives not designated as hedging instruments for the three and nine months ended September 30, 2015 and 2014:

For the three months ended September 30, 2015
$ in millions	Heating Oil			FTRs			Power			Total
Change in unrealized gain / (loss)	$	0.1		$	0.1		$	(3.2	)	$	(3.0	)
Realized loss	(0.2		)	(0.1		)	(4.3		)	(4.6		)
Total	$	(0.1	)	$	—		$	(7.5	)	$	(7.6	)
Recorded in Income Statement: gain / (loss)
Purchased power	$	—		$	—		$	(11.0	)	$	(11.0	)
Revenue	—			—			3.5			3.5
Fuel	(0.1		)	—			—			(0.1		)
Total	$	(0.1	)	$	—		$	(7.5	)	$	(7.6	)

For the three months ended September 30, 2014
$ in millions	Heating Oil			FTRs		Power			Total
Change in unrealized loss	$	(0.2	)	$	0.3	$	(2.3	)	$	(2.2	)
Realized gain / (loss)	—			0.1		(2.1		)	(2.0		)
Total	$	(0.2	)	$	0.4	$	(4.4	)	$	(4.2	)
Recorded on Balance Sheet:
Regulatory asset	$	(0.1	)	$	—	$	—		$	(0.1	)
Recorded in Income Statement: gain / (loss)
Purchased power	—			0.4		(4.4		)	(4.0		)
Fuel	(0.1		)	—		—			(0.1		)
Total	$	(0.2	)	$	0.4	$	(4.4	)	$	(4.2	)

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For the nine months ended September 30, 2015
$ in millions	Heating Oil			FTRs			Power			Natural Gas			Total
Change in unrealized gain / (loss)	$	0.4		$	0.2		$	(4.9	)	$	0.1		$	(4.2	)
Realized loss	(0.3		)	(0.1		)	(8.1		)	(0.1		)	(8.6		)
Total	$	0.1		$	0.1		$	(13.0	)	$	—		$	(12.8	)
Recorded on Balance Sheet: gain/ (loss)
Regulatory Asset	$	0.1		$	—		$	—		$	—		$	0.1
Recorded in Income Statement: gain / (loss)
Purchased power	—			0.1			(21.9		)	—			(21.8		)
Revenue	—			—			8.9			—			8.9
Total	$	0.1		$	0.1		$	(13.0	)	$	—		$	(12.8	)

For the nine months ended September 30, 2014
$ in millions	Heating Oil			FTRs			Power			Total
Change in unrealized loss	$	(0.3	)	$	(1.2	)	$	(6.0	)	$	(7.5	)
Realized gain / (loss)	0.1			0.7			(3.6		)	(2.8		)
Total	$	(0.2	)	$	(0.5	)	$	(9.6	)	$	(10.3	)
Recorded in Income Statement: loss
Regulatory asset	$	(0.1	)	$	—		$	—		$	(0.1	)
Recorded in Income Statement: loss
Purchased power	—			(0.5		)	(9.6		)	(10.1		)
Fuel	(0.1		)	—			—			(0.1		)
Total	$	(0.2	)	$	(0.5	)	$	(9.6	)	$	(10.3	)

DPL has elected not to offset derivative assets and liabilities and not to offset net derivative positions against the right to reclaim cash collateral pledged (an asset) or the obligation to return cash collateral received (a liability) under derivative agreements.

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The following tables summarize the derivative positions presented in the balance sheet where a right of offset exists under these arrangements and related cash collateral received or pledged. The following table presents the fair value and balance sheet classification of DPL’s derivative instruments at September 30, 2015:

Fair Values of Derivative Instruments
at September 30, 2015
				Gross Amounts Not Offset in the Condensed Consolidated Balance Sheets
$ in millions	Hedging Designation	Gross Fair Value as presented in the Condensed Consolidated Balance Sheets		Financial Instruments with Same Counterparty in Offsetting Position			Cash Collateral			Net Balance Fair Value
Assets
Short-term derivative positions (presented in Other current assets)
Forward power contracts	Cash Flow	$	10.8	$	(6.0	)	$	—		$	4.8
Forward power contracts	MTM	5.3		(4.0		)	—			1.3
FTRs	MTM	0.4		(0.4		)	—			—
Long-term derivative positions (presented in Other deferred assets)
Forward power contracts	Cash Flow	8.2		(3.0		)	—			5.2
Forward power contracts	MTM	5.7		(5.2		)	—			0.5
Total assets		$	30.4	$	(18.6	)	$	—		$	11.8
Liabilities
Short-term derivative positions (presented in Other current liabilities)
Forward power contracts	Cash Flow	$	6.0	$	(6.0	)	$	—		$	—
Forward power contracts	MTM	8.9		(4.0		)	(4.6		)	0.3
FTRs	MTM	0.7		(0.4		)	—			0.3
Long-term derivative positions (presented in Other deferred liabilities)
Forward power contracts	Cash Flow	3.0		(3.0		)	—			—
Forward power contracts	MTM	6.5		(5.2		)	(1.0		)	0.3
Total liabilities		$	25.1	$	(18.6	)	$	(5.6	)	$	0.9

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The following table presents the fair value and balance sheet classification of DPL’s derivative instruments at December 31, 2014:

Fair Values of Derivative Instruments
at December 31, 2014
				Gross Amounts Not Offset in the Condensed Consolidated Balance Sheets
$ in millions	Hedging Designation	Gross Fair Value as presented in the Condensed Consolidated Balance Sheets		Financial Instruments with Same Counterparty in Offsetting Position			Cash Collateral			Net Balance Fair Value
Assets
Short-term derivative positions (presented in Other current assets)
Forward power contracts	Cash Flow	$	5.6	$	(2.0	)	$	—		$	3.6
Forward power contracts	MTM	5.5		(3.4		)	—			2.1
Long-term derivative positions (presented in Other deferred assets)
Forward power contracts	Cash Flow	0.3		(0.3		)	—			—
Forward power contracts	MTM	3.5		(0.9		)	—			2.6
Total assets		$	14.9	$	(6.6	)	$	—		$	8.3
Liabilities
Short-term derivative positions (presented in Other current liabilities)
Forward power contracts	Cash Flow	$	2.1	$	(2.0	)	$	—		$	0.1
Forward power contracts	MTM	7.5		(3.4		)	(4.1		)	—
FTRs	MTM	0.6		—			—			0.6
Heating oil futures	MTM	0.4		—			(0.4		)	—
Natural gas	MTM	0.1		—			(0.1		)	—
Long-term derivative positions (presented in Other deferred liabilities)
Forward power contracts	Cash Flow	0.6		(0.3		)	(0.3		)	—
Forward power contracts	MTM	0.9		(0.9		)	—			—
Total liabilities		$	12.2	$	(6.6	)	$	(4.9	)	$	0.7

The aggregate fair value of DPL’s commodity derivative instruments that were in a MTM loss position at September 30, 2015 was $25.1 million. $5.6 million of collateral was posted directly with third parties and in a broker margin account which offsets our loss positions on the forward contracts. This liability position is further offset by the asset position of counterparties with master netting agreements of $18.6 million. Since our debt is below investment grade, we could have to post collateral for the remaining $0.9 million.

Note 10 – Contractual Obligations, Commercial Commitments and Contingencies

Guarantees

In the normal course of business, DPL enters into various agreements with its wholly owned subsidiaries, DPLE and DPLER, providing financial or performance assurance to third parties. These agreements are entered into primarily to support or enhance the creditworthiness otherwise attributed to these subsidiaries on a stand-alone basis, thereby facilitating the extension of sufficient credit to accomplish these subsidiaries’ intended commercial purposes.

At September 30, 2015, DPL had $19.3 million of guarantees to third parties for future financial or performance assurance under such agreements: $2.0 million of guarantees on behalf of DPLER and $17.3 million of guarantees on behalf of DPLE. The guarantee arrangements entered into by DPL with these third parties cover select present

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and future obligations of DPLE and DPLER to such beneficiaries and are terminable by DPL upon written notice to the beneficiaries within a certain time. The carrying amount of obligations for commercial transactions covered by these guarantees and recorded in our Condensed Consolidated Balance Sheets was $1.1 million at September 30, 2015.

To date, DPL has not incurred any losses related to the guarantees of DPLER’s or DPLE’s obligations and we believe it is remote that DPL would be required to perform or incur any losses in the future associated with any of the above guarantees.

DP&L – Equity Ownership Interest

DP&L owns a 4.9% equity ownership interest in OVEC, an electric generation company, which is recorded using the cost method of accounting under GAAP. As of September 30, 2015, DP&L could be responsible for the repayment of 4.9%, or $73.9 million, of a $1,507.9 million debt obligation that has maturities from 2018 to 2040. This would only happen if OVEC defaulted on its debt payments. As of September 30, 2015, we have no knowledge of such a default.

Commercial Commitments and Contractual Obligations

There have been no material changes, outside the ordinary course of business, to our commercial commitments and to the information disclosed in the contractual obligations table in our Form 10-K for the fiscal year ended December 31, 2014.

Contingencies

In the normal course of business, we are subject to various lawsuits, actions, proceedings, claims and other matters asserted under various laws and regulations. We believe the amounts provided in our Condensed Consolidated Financial Statements, as prescribed by GAAP, are adequate in light of the probable and estimable contingencies. However, there can be no assurances that the actual amounts required to satisfy alleged liabilities from various legal proceedings, claims, tax examinations and other matters discussed below, and to comply with applicable laws and regulations, will not exceed the amounts reflected in our Condensed Consolidated Financial Statements. As such, costs, if any, that may be incurred in excess of those amounts provided as of September 30, 2015, cannot be reasonably determined.

Environmental Matters

DPL’s and DP&L’s facilities and operations are subject to a wide range of federal, state and local environmental regulations and laws. The environmental issues that may affect us include:

• The federal CAA and state laws and regulations (including State Implementation Plans) which require compliance, obtaining permits and reporting as to air emissions,

• Litigation with federal and certain state governments and certain special interest groups regarding whether modifications to or maintenance of certain coal-fired generating stations require additional permitting or pollution control technology, or whether emissions from coal-fired generating stations cause or contribute to climate change,

• Rules and future rules issued by the USEPA and the Ohio EPA that require substantial reductions in SO2, particulates, mercury, acid gases, NOx, and other air emissions. DP&L has installed emission control technology and is taking other measures to comply with required and anticipated reductions,

• Rules and future rules issued by the USEPA, the Ohio EPA or other authorities that require reporting and reductions of GHGs,

• Rules and future rules issued by the USEPA associated with the federal Clean Water Act, which prohibits the discharge of pollutants into waters of the United States except pursuant to appropriate permits, and

• Solid and hazardous waste laws and regulations, which govern the management and disposal of certain waste. The majority of solid waste created from the combustion of coal and fossil fuels is fly ash and other coal combustion by-products.

In addition to imposing continuing compliance obligations, these laws and regulations authorize the imposition of substantial penalties for noncompliance, including fines, injunctive relief and other sanctions. In the normal course of business, we have investigatory and remedial activities underway at our facilities to comply, or to determine compliance, with such regulations. We record liabilities for loss contingencies related to environmental matters when a loss is probable of occurring and can be reasonably estimated in accordance with the provisions of GAAP.

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At September 30, 2015, and December 31, 2014, we had accruals of approximately $0.7 million and $0.8 million, respectively, for environmental matters and other claims. We also have a number of environmental matters for which we have not accrued loss contingencies because the risk of loss is not probable or a loss cannot be reasonably estimated, which are disclosed in the paragraphs below. We evaluate the potential liability related to environmental matters quarterly and may revise our accruals. Such revisions in the estimates of the potential liabilities could have a material adverse effect on our results of operations, financial condition or cash flows.

We have several pending environmental matters associated with our EGUs and stations. Some of these matters could have material adverse effects on the operation of such EGUs and stations or our financial condition.

National Ambient Air Quality Standards

Effective August 23, 2010, the USEPA implemented its revisions to its primary NAAQS for SO₂ replacing the previous 24-hour standard and annual standard with a one-hour standard. Non-attainment areas will be required to meet the 2010 standard by October 2018. On August 21, 2015, the USEPA finalized a data requirements rule for air agencies to ascertain attainment characterization more extensively across the country by additional modeling and/or monitoring requirements of areas with sources that exceed specified thresholds of SO₂ emissions, which became effective on September 21, 2015. The rule directs state agencies to provide data to characterize air quality in areas with sources of SO₂ above 2,000 tons per year to identify maximum 1-hour concentrations of SO₂ in ambient air. The rule could require installation of monitors at one or more of DP&L’s coal-fired power plants and result in additional non-attainment designations that could impact our operations. DP&L is unable to determine the effect of the rule on its operations.

On October 1, 2015, the USEPA released a final rule lowering the NAAQS for ozone to 70 parts per billion from 75 parts per billion. We are currently reviewing the rule and assessing the impact on our operations. We cannot at this time determine the impact of this rule, but it could be material.

Climate Change Legislation and Regulation

On October 23, 2015, the USEPA's final CO₂ emission rules for existing power plants (called the Clean Power Plan) were published in the Federal Register with an effective date of December 22, 2015. Additionally, the final NSPS for CO₂ emissions from new, modified and reconstructed fossil-fuel-fired power plants were published in the Federal Register on October 23, 2015 and are effective immediately. The Clean Power Plan provides for interim emissions performance rates that must be achieved beginning in 2022 and final emissions performance rates that must be achieved by 2030. Prior to the rule's publication in the Federal Register, fifteen states, including Ohio, filed a petition in the U.S. Court of Appeals for the D.C. Circuit seeking a stay of the Clean Power Plan, which was denied by the Court in September 2015. On October 23, 2015, several states and industry groups filed petitions in the D.C. Circuit Court of Appeals challenging the Clean Power Plan as published in the Federal Register, including a twenty-four state consortium that includes Ohio. The D.C. Circuit Court has issued orders consolidating the current pending challenges to the CPP under the lead case, West Virginia v. EPA. On October 23, 2015, North Dakota filed a petition for review of the GHG NSPS in the D.C. Circuit Court, and a coalition of environmental groups have moved to intervene on behalf of EPA in both the CPP and NSPS litigation. These state petitioners, as well as industry groups separately challenging the rule, have filed motions with the D.C. Circuit Court requesting a stay of the rule. The D.C. Circuit Court has issued orders consolidating the current pending challenges to the Clean Power Plan under the lead case, West Virginia v. USEPA. On October 23, 2015, North Dakota filed a petition for review of the CO2 NSPS in the D.C. Circuit Court, and a coalition of environmental groups have moved to intervene on behalf of USEPA in both the Clean Power Plan and NSPS litigation. Additional legal challenges are expected. We are currently reviewing the rule and assessing the impact on our operations. Our business, financial condition or results of operations could be materially and adversely affected by this rule.

Clean Water Act – Regulation of Water Discharge

In December 2006, DP&L submitted a renewal application for the Stuart generating station NPDES permit that was due to expire on June 30, 2007. The Ohio EPA issued a draft permit that was received in November 2008. In September 2010, the USEPA formally objected to the November 2008, draft permit due to questions regarding the basis for the alternate thermal limitation. The Ohio EPA issued a draft permit in December 2011 and a public hearing was held in February 2012. The draft permit required DP&L, over the 54 months following issuance of a final permit, to take undefined actions to lower the temperature of its discharged water to a level unachievable by the station under its current design or alternatively make other significant modifications to the cooling water system. DP&L submitted comments to the draft permit. In November 2012, the Ohio EPA issued another draft which included a compliance schedule for performing a study to justify an alternate thermal limitation and to which DP&L

35

submitted comments. In December 2012, the USEPA formally withdrew their objection to the permit. On January 7, 2013, the Ohio EPA issued a final permit.

On February 1, 2013, DP&L appealed various aspects of the final permit to the Environmental Review Appeals Commission. A hearing before the Commission has been rescheduled for March 2016. Depending on the outcome of the appeal process, the effects on DP&L’s business, financial condition or results of operations could be material.

On September 30, 2015, the USEPA released its final rule regulating various wastewater streams from steam electric power plants. The regulations were published in the Federal Register on November 3, 2015. We are reviewing the the rule to assess the potential impact on our operations and our current or future NPDES permits.

Regulation of Waste Disposal

In September 2002, DP&L and other parties received a special notice that the USEPA considers us to be a PRP for the clean-up of hazardous substances at the South Dayton Dump landfill site. In August 2005, DP&L and other parties received a general notice regarding the performance of a Remedial Investigation and Feasibility Study (RI/FS) under a Superfund Alternative Approach. In October 2005, DP&L received a special notice letter inviting it to enter into negotiations with the USEPA to conduct the RI/FS. No recent activity has occurred with respect to that notice or PRP status. On August 16, 2006, an Administrative Settlement Agreement and Order on Consent (“ASAOC”) for the site was executed and became effective among a group of PRPs, not including DP&L, and the USEPA. On August 25, 2009, the USEPA issued an Administrative Order requiring that access to DP&L’s service center building site, which is across the street from the landfill site, be given to the USEPA and the existing PRP group to help determine the extent of the landfill site’s contamination as well as to assess whether certain chemicals used at the service center building site might have migrated through groundwater to the landfill site. DP&L granted such access and drilling of soil borings and installation of monitoring wells occurred in late 2009 and early 2010. On May 24, 2010, three members of the existing PRP group, Hobart Corporation, Kelsey-Hayes Company and NCR Corporation, filed a civil complaint in the United States District Court for the Southern District of Ohio (the “District Court”) against DP&L and numerous other defendants alleging that DP&L and the other defendants contributed to the contamination at the landfill site and seeking reimbursement of the PRP group’s costs associated with the investigation and remediation of the site. On February 10, 2011, the District Court Judge dismissed claims against DP&L that related to allegations that chemicals used by DP&L at its service center contributed to the landfill site’s contamination. The District Court Judge, however, did not dismiss claims alleging financial responsibility for remediation costs based on hazardous substances from DP&L that were allegedly delivered by truck directly to the landfill. Discovery, including depositions of past and present DP&L employees, was conducted in 2012. On February 8, 2013, the District Court Judge granted DP&L’s motion for summary judgment on statute of limitations grounds with respect to claims seeking a contribution toward the costs that are expected to be incurred by the PRP group in performing an RI/FS under the August 15, 2006 ASAOC. That summary judgment ruling was appealed on March 4, 2013, and on July 14, 2014, a three-judge panel of the U.S. Court of Appeals for the 6th Circuit affirmed the lower Court’s ruling and subsequently denied a request by the PRP group for rehearing. On November 14, 2014, the PRP group appealed the decision to the U.S. Supreme Court, but the writ of certiorari was denied by the Court on January 20, 2015. On April 5, 2013, the PRP group entered into a second ASAOC (the "2013 ASAOC") relating primarily to vapor intrusion from under some of the buildings at the landfill site. On April 13, 2013, as amended July 30, 2013, the PRP group filed another civil complaint against DP&L and numerous other defendants alleging that each defendant contributed to the contamination of the site by delivering hazardous waste to the site or by releasing hazardous waste on other sites that migrated to the landfill site. On February 18, 2014, after considering various motions and alternative grounds to dismiss, the District Court Judge dismissed some of the alleged grounds for relief that the PRP group had made, but ruled in the PRP group’s favor with respect to motions to dismiss the case in its entirety finding, among other things, that the 2013 ASAOC involved a different scope of work and thus the contributions sought were not seeking the same remedy that had been dismissed in the first civil suit. Appeals of this ruling are pending before the 6th Circuit Court of Appeals. On January 14, 2015, the PRP group served DP&L and other defendants a request for production of documents related to any waste management or waste disposal surveys. Information responsive to this request was provided on February 17, 2015. In addition, on January 16, 2015, the USEPA issued a Special Notice Letter and Section 104(e) Information Request to DP&L and other defendants, requesting historical information related to waste management practices that may be relevant to the site. DP&L responded to this request on March 27, 2015. In June 2015, DP&L was again requested to grant access to the DP&L service building property for the purpose of collecting groundwater samples from selected monitoring wells. DP&L granted access and groundwater sampling took place in June 2015. As a result of an August 11, 2015 meeting among the parties, the parties have agreed to stay the case in order to explore the possibility of a negotiated resolution of some or all of the issues.  DP&L is unable to predict the outcome of these actions by the plaintiffs and USEPA. Additionally, the District Court’s 2013 ruling and the Court of Appeals’

36

affirmation of that ruling in 2014 does not address future litigation that may arise with respect to actual remediation costs. While DP&L is unable to predict the outcome of these and any future matters, if DP&L were required to contribute to the clean-up of the site, it could have a material adverse effect on its business, financial condition or results of operations.

Regulation of Ash Ponds

There has been increasing advocacy to regulate coal combustion residuals (CCR). On June 21, 2010, the USEPA published a proposed rule seeking comments on two options under consideration for the regulation of coal combustion byproducts including regulating the material as a hazardous waste under RCRA Subtitle C or as a solid waste under RCRA Subtitle D. The USEPA released its final rule in December 2014, designating coal combustion residuals that are not beneficially reused as non-hazardous solid waste under RCRA Subtitle D. The rule was published in the Federal Register in April 2015 and became effective October 19, 2015, and applies new detailed management practices to new and existing landfills and surface impoundments, including lateral expansions of such units. Based on our review of the rule, we have adjusted our AROs related to ash ponds (see Note 8), but we are currently unable to determine the full impact of the rule as it is contingent upon future activities required by the regulation.

Note 11 – Business Segments

DPL operates through two segments; Utility and Competitive Retail. The Utility segment consists of the operations of DPL’s subsidiary, DP&L. The Competitive Retail segment consists of DPL’s wholly owned subsidiaryDPLER, which included, prior to its sale, DPLER’s wholly owned subsidiary, MC Squared. MC Squared was sold effective April 1, 2015. This is how we view our business and make decisions on how to allocate resources and evaluate performance.

The Utility segment is comprised of DP&L’s electric generation, transmission and distribution businesses which generate and deliver electricity to residential, commercial, industrial and governmental customers. DP&L generates electricity at five coal-fired power plants and DP&L distributes power to more than 515,000 retail customers who are located in a 6,000 square mile area of West Central Ohio. DP&L also sells electricity to DPLER and to other Ohio utilities and any excess energy and capacity is sold into the PJM wholesale market. DP&L’s transmission and distribution businesses are subject to rate regulation by federal and state regulators while rates for its generation business are deemed competitive under Ohio law.

The Competitive Retail segment is comprised of the DPLER and, prior to its sale, MC Squared competitive retail electric service businesses which sell retail electric energy under contract to residential, commercial, industrial and governmental customers who have selected DPLER or MC Squared as their alternative electric supplier. As of September 30, 2015, the Competitive Retail segment sold electricity to approximately 128,000 customers located throughout Ohio. On April 1, 2015, DPLER closed on the sale of MC Squared. The Competitive Retail segment’s electric energy used to meet its sales obligations was purchased from DP&L. The majority of intercompany sales from DP&L to DPLER are based on fixed-price contracts for each DPLER customer; the price approximates market prices for wholesale power at the inception of each customer’s contract. The Competitive Retail segment has no transmission or generation assets. The operations of the Competitive Retail segment are not subject to cost-of-service rate regulation by federal or state regulators.

Included in the “Other” column in the following tables are other businesses that do not meet the GAAP requirements for disclosure as reportable segments as well as certain corporate costs including interest expense on DPL’s debt.

Management evaluates segment performance based on gross margin. The accounting policies of the reportable segments are the same as those described in Note 1 – Overview and Summary of Significant Accounting Policies. Intersegment sales and profits are eliminated in consolidation.

37

The following tables present financial information for each of DPL’s reportable business segments:

$ in millions	Utility		Competitive Retail		Other			Adjustments and Eliminations			DPL Consolidated
For the three months ended September 30, 2015
Revenues from external customers	$	323.2	$	77.0	$	13.9		$	—		$	414.1
Intersegment revenues	66.0		—		1.5			(67.5		)	—
Total revenues	389.2		77.0		15.4			(67.5		)	414.1
Fuel	69.0		—		2.4			—			71.4
Purchased power	142.5		66.6		3.0			(66.7		)	145.4
Gross margin	$	177.7	$	10.4	$	10.0		$	(0.8	)	$	197.3
Depreciation and amortization	$	34.6	$	0.2	$	—		$	—		$	34.8
Interest expense	6.9		—		22.1			(0.1		)	28.9
Income tax expense (benefit)	0.8		1.6		(2.1		)	—			0.3
Net income / (loss)	15.5		2.6		(9.5		)	—			8.6
Cash capital expenditures	$	27.9	$	0.3	$	0.5		$	—		$	28.7

$ in millions	Utility		Competitive Retail		Other			Adjustments and Eliminations			DPL Consolidated
For the three months ended September 30, 2014
Revenues from external customers	$	329.3	$	141.3	$	8.6		$	—		$	479.2
Intersegment revenues	125.6		—		3.0			(128.6		)	—
Total revenues	454.9		141.3		11.6			(128.6		)	479.2
Fuel	84.5		—		0.6			—			85.1
Purchased power	152.4		128.7		0.4			(127.8		)	153.7
Amortization of intangibles	—		—		0.3			—			0.3
Gross margin	$	218.0	$	12.6	$	10.3		$	(0.8	)	$	240.1
Depreciation and amortization	$	36.4	$	0.3	$	(2.2	)	$	—		$	34.5
Interest expense	9.4		0.1		23.8			(0.2		)	33.1
Income tax expense (benefit)	13.1		1.5		(55.6		)	—			(41.0		)
Net income / (loss)	53.2		3.0		42.2			—			98.4
Cash capital expenditures	$	25.6	$	0.5	$	0.3		$	—		$	26.4

38

$ in millions	Utility		Competitive Retail			Other			Adjustments and Eliminations			DPL Consolidated
For the nine months ended September 30, 2015
Revenues from external customers	$	957.6	$	274.5		$	49.4		$	—		$	1,281.5
Intersegment revenues	245.0		—			4.4			(249.4		)	—
Total revenues	1,202.6		274.5			53.8			(249.4		)	1,281.5
Fuel	188.9		—			13.3			—			202.2
Purchased power	452.3		247.0			7.8			(246.9		)	460.2
Gross margin	$	561.4	$	27.5		$	32.7		$	(2.5	)	$	619.1
Depreciation and amortization	$	103.5	$	0.6		$	—		$	—		$	104.1
Interest expense	24.6		0.1			65.8			(0.2		)	90.3
Income tax expense (benefit)	25.0		(2.6		)	(8.9		)	—			13.5
Net income / (loss)	75.9		10.9			(27.8		)	—			59.0
Cash capital expenditures	$	91.2	$	0.6		$	1.7		$	—		$	93.5
at September 30, 2015
Total assets	$	3,239.9	$	44.5		$	1,472.8		$	(1,267.8	)	$	3,489.4

$ in millions	Utility		Competitive Retail		Other			Adjustments and Eliminations			DPL Consolidated
For the nine months ended September 30, 2014
Revenues from external customers	$	875.9	$	414.9	$	38.8		$	—		$	1,329.6
Intersegment revenues	376.6		—		4.1			(380.7		)	—
Total revenues	1,252.5		414.9		42.9			(380.7		)	1,329.6
Fuel	227.4		—		8.5			—			235.9
Purchased power	457.3		380.0		7.1			(378.2		)	466.2
Amortization of intangibles	—		—		0.9			—			0.9
Gross margin	$	567.8	$	34.9	$	26.4		$	(2.5	)	$	626.6
Depreciation and amortization	$	108.2	$	0.6	$	(5.1	)	$	—		$	103.7
Goodwill impairment	—		—		135.8			—			135.8
Fixed-asset impairment	—		—		11.5			—			11.5
Interest expense	25.5		0.3		70.5			(0.5		)	95.8
Income tax expense (benefit)	23.1		2.1		4.5			—			29.7
Net income / (loss)	76.5		4.2		(197.5		)	—			(116.8		)
Cash capital expenditures	$	78.6	$	0.5	$	2.5		$	—		$	81.6
at December 31, 2014
Total assets	$	3,338.7	$	94.9	$	1,440.1		$	(1,295.9	)	$	3,577.8

39

Note 12 – Goodwill Impairment

During the first quarter of 2014, we performed an interim impairment test on the $135.8 million in goodwill at our DPLER reporting unit. The DPLER reporting unit was identified as being "at risk" during the fourth quarter of 2013. The impairment indicators arose based on market information available regarding actual and proposed sales of competitive retail marketers, which indicated a significant decline in valuations during the first quarter of 2014. In Step 1 of the interim impairment test, the fair value of the reporting unit was determined to be less than its carrying amount under both the market approach and the income approach using a discounted cash flow valuation model. The significant assumptions included commodity price curves, estimated electricity to be demanded by its customers, changes in its customer base through attrition and expansion, discount rates, the assumed tax structure and the level of working capital required to run the business. During the second quarter of 2014, we finalized the work to determine the implied fair value for the DPLER reporting unit. There were no further adjustments to the full impairment of $135.8 million recognized in the first quarter.

Note 13 – Fixed-asset Impairment

During the first quarter of 2014, DP&L tested the recoverability of long-lived assets at East Bend, a 186 MW coal-fired plant in Kentucky jointly-owned by DP&L. Indications during that quarter that the fair value of the asset group was less than its carrying amount were determined to be impairment indicators given how narrowly these long-lived assets had passed the recoverability test during the fourth quarter of 2013. DP&L performed a long-lived asset impairment test and determined that the carrying amount of the asset group was not recoverable. The East Bend asset group was determined to have a fair value of $2.7 million using the market approach. As a result, we recognized an asset impairment expense of $11.5 million. In May 2014, an agreement was signed for the sale of DP&L’s interest in the generating assets at East Bend. The sale price approximated the carrying value. This transaction closed on December 30, 2014.

40

FINANCIAL STATEMENTS

The Dayton Power and Light Company

41

THE DAYTON POWER AND LIGHT COMPANY
CONDENSED STATEMENTS OF OPERATIONS
	Three months ended September 30,						Nine months ended September 30,
$ in millions	2015			2014			2015			2014
Revenues	$	389.2		$	454.9		$	1,202.6		$	1,252.5
Cost of revenues:
Fuel	69.0			84.5			188.9			227.4
Purchased power	142.5			152.4			452.3			457.3
Total cost of revenues	211.5			236.9			641.2			684.7
Gross margin	177.7			218.0			561.4			567.8
Operating expenses:
Operation and maintenance	94.5			85.9			261.6			265.9
Depreciation and amortization	34.6			36.4			103.5			108.2
General taxes	20.1			20.2			65.0			67.1
Other	—			—			0.4			—
Total operating expenses	149.2			142.5			430.5			441.2
Operating income	28.5			75.5			130.9			126.6
Other income / (expense), net:
Investment income	—			0.2			0.2			0.6
Interest expense	(6.9		)	(9.4		)	(24.6		)	(25.5		)
Charge for early retirement of debt	(5.0		)	—			(5.0		)	—
Other expense	(0.3		)	—			(0.6		)	(2.1		)
Total other expense, net	(12.2		)	(9.2		)	(30.0		)	(27.0		)
Earnings before income taxes	16.3			66.3			100.9			99.6
Income tax expense	0.8			13.1			25.0			23.1
Net income	15.5			53.2			75.9			76.5
Dividends on preferred stock	0.3			0.3			0.7			0.7
Income attributable to common stock	$	15.2		$	52.9		$	75.2		$	75.8

See Notes to Condensed Financial Statements.

These interim statements are unaudited.

42

THE DAYTON POWER AND LIGHT COMPANY
CONDENSED STATEMENTS OF COMPREHENSIVE INCOME
	Three months ended September 30,						Nine months ended September 30,
$ in millions	2015			2014			2015			2014
Net income	$	15.5		$	53.2		$	75.9		$	76.5
Available-for-sale securities activity:
Change in fair value of available-for-sale securities, net of income tax benefit of $0.1, $0.2, $0.1 and $0.2 for each respective period	(0.3		)	(0.4		)	(0.3		)	(0.6		)
Reclassification to earnings, net of income tax expense of $0.0, $(0.1), $0.0 and $(0.2) for each respective period	—			0.2			—			0.4
Total change in fair value of available-for-sale securities	(0.3		)	(0.2		)	(0.3		)	(0.2		)
Derivative activity:
Change in derivative fair value, net of income tax (expense) / benefit of $(4.4), $(0.7), $(5.4) and $9.9 for each respective period	7.8			1.4			9.6			(26.3		)
Reclassification to earnings, net of income tax (expense) / benefit of $1.2, $(1.9), $1.9 and $(6.7) for each respective period	(2.0		)	3.2			(3.3		)	15.3
Total change in fair value of derivatives	5.8			4.6			6.3			(11.0		)
Pension and postretirement activity:
Reclassification to earnings, net of income tax expense of $(0.6), $(0.3), $(1.6) and $(1.0) for each respective period	0.8			0.7			2.6			2.1
Total change in unfunded pension obligation	0.8			0.7			2.6			2.1
Other comprehensive income / (loss)	6.3			5.1			8.6			(9.1		)
Net comprehensive income	$	21.8		$	58.3		$	84.5		$	67.4

See Notes to Condensed Financial Statements.

These interim statements are unaudited.

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THE DAYTON POWER AND LIGHT COMPANY
CONDENSED BALANCE SHEETS
	September 30,			December 31,
$ in millions	2015			2014
ASSETS
Current assets:
Cash and cash equivalents	$	10.7		$	5.4
Restricted cash	13.5			16.7
Accounts receivable, net (Note 2)	117.1			152.7
Inventories (Note 2)	95.9			99.0
Taxes applicable to subsequent years	19.0			75.4
Regulatory assets, current	29.4			44.2
Other prepayments and current assets	40.4			41.1
Total current assets	326.0			434.5
Property, plant & equipment:
Property, plant & equipment	5,214.0			5,120.7
Less: Accumulated depreciation and amortization	(2,557.4		)	(2,495.7		)
	2,656.6			2,625.0
Construction work in process	69.8			75.4
Total net property, plant & equipment	2,726.4			2,700.4
Other non-current assets:
Regulatory assets, non-current	152.4			167.5
Intangible assets, net of amortization	4.9			7.8
Other deferred assets	30.2			28.5
Total other non-current assets	187.5			203.8
Total assets	$	3,239.9		$	3,338.7

See Notes to Condensed Financial Statements.

These interim statements are unaudited.

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THE DAYTON POWER AND LIGHT COMPANY
CONDENSED BALANCE SHEETS
	September 30,			December 31,
$ in millions	2015			2014
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities:
Current portion of long-term debt (Note 5)	$	444.9		$	0.1
Short-term debt	10.0			—
Accounts payable	77.6			104.8
Accrued taxes	128.9			82.6
Accrued interest	1.2			9.8
Security deposits	36.2			34.5
Regulatory liabilities, current	20.5			4.4
Other current liabilities	46.0			44.8
Total current liabilities	765.3			281.0
Non-current liabilities:
Long-term debt (Note 5)	318.0			877.0
Deferred taxes	626.0			650.0
Taxes payable	3.0			78.4
Regulatory liabilities, non-current	125.6			124.1
Pension, retiree and other benefits	91.2			95.9
Unamortized investment tax credit	20.6			22.4
Other deferred credits	90.0			43.6
Total non-current liabilities	1,274.4			1,891.4
Redeemable preferred stock	22.9			22.9
Commitments and contingencies (Note 11)
Common shareholder's equity:
Common stock, at par value of $0.01 per share:	0.4			0.4
Other paid-in capital	803.6			803.5
Accumulated other comprehensive loss	(33.7		)	(42.3		)
Retained earnings	407.0			381.8
Total common shareholder's equity	1,177.3			1,143.4
Total liabilities and shareholder's equity	$	3,239.9		$	3,338.7

See Notes to Condensed Financial Statements.

These interim statements are unaudited.

45

THE DAYTON POWER AND LIGHT COMPANY
CONDENSED STATEMENTS OF CASH FLOWS
	Nine months ended September 30,
$ in millions	2015			2014
Cash flows from operating activities:
Net income	$	75.9		$	76.5
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization	103.5			108.2
Deferred income taxes	(14.2		)	2.9
Changes in certain assets and liabilities:
Accounts receivable	37.3			4.8
Inventories	3.0			(3.5		)
Prepaid taxes	(0.4		)	0.2
Taxes applicable to subsequent years	56.4			50.5
Deferred regulatory costs, net	27.6			4.8
Accounts payable	(20.0		)	7.9
Accrued taxes payable	(29.1		)	(40.8		)
Accrued interest payable	(8.8		)	(5.7		)
Pension, retiree and other benefits	1.0			(5.2		)
Other	15.5			(11.4		)
Net cash provided by operating activities	247.7			189.2
Cash flows from investing activities:
Capital expenditures	(91.2		)	(78.6		)
Purchase of emission allowances	—			(0.2		)
Purchase of renewable energy credits	(0.6		)	(3.4		)
Increase / (decrease) in restricted cash	3.2			(9.4		)
Insurance proceeds	4.3			0.4
Other investing activities, net	0.4			1.1
Net cash used by investing activities	(83.9		)	(90.1		)
Net cash from financing activities:
Dividends paid on common stock to parent	(50.0		)	(90.0		)
Borrowings from revolving credit facilities	50.0			—
Repayment of borrowings from revolving credit facilities	(40.0		)	—
Issuance of notes payable - related party	—			15.0
Repayment of notes payable - related party	—			(15.0		)
Dividends paid on preferred stock	(0.7		)	(0.7		)
Payments of deferred financing costs	(3.3		)	(0.2		)
Issuance of long-term debt	200.0			—
Retirement of long-term debt	(314.5		)	(0.1		)
Net cash used by financing activities	(158.5		)	(91.0		)
Cash and cash equivalents:
Net change	5.3			8.1
Balance at beginning of period	5.4			22.9
Cash and cash equivalents at end of period	$	10.7		$	31.0
Supplemental cash flow information:
Interest paid, net of amounts capitalized	$	26.8		$	26.1
Income taxes paid / (refunded), net	$	0.8		$	0.2
Non-cash financing and investing activities:
Accruals for capital expenditures	$	12.6		$	6.7

See Notes to Condensed Financial Statements.

These interim statements are unaudited.

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The Dayton Power and Light Company

Notes to Condensed Financial Statements (Unaudited)

Note 1 – Overview and Summary of Significant Accounting Policies

Description of Business

DP&L is a public utility incorporated in 1911 under the laws of Ohio. Beginning in 2001, Ohio law gave Ohio consumers the right to choose the electric generation supplier from whom they purchase retail generation service, however distribution and transmission retail services are still regulated. DP&L has the exclusive right to provide such distribution and transmission services to its more than515,000customers located in West Central Ohio. Additionally, DP&L offers retail SSO electric service to residential, commercial, industrial and governmental customers in a6,000square mile area of West Central Ohio. DP&L owns multiple coal-fired and peaking electric generating facilities as well as numerous transmission facilities, all of which are included in the financial statements at amortized cost. During 2015, DP&L is required to source60%of the generation for its SSO customers through a competitive bid process and beginning January 2016, generation for its SSO customers will be100%competitively bid. Principal industries located in DP&L’s service territory include automotive, food processing, paper, plastic, manufacturing and defense. DP&L's sales reflect the general economic conditions, seasonal weather patterns, retail competition in our service territory and the market price of electricity. DP&L sells any excess energy and capacity into the wholesale market. On June 4, 2014, the PUCO issued an entry on rehearing which requires DP&L to separate its generation assets from its transmission and distribution assets no later than January 1, 2017. DP&L also sells electricity to DPLER, an affiliate, to satisfy the electric requirements of DPLER’s retail customers.DP&L is a subsidiary of DPL.

DP&L’s electric transmission and distribution businesses are subject to rate regulation by federal and state regulators while its generation business is deemed competitive under Ohio law. Accordingly, DP&L applies the accounting standards for regulated operations to its electric transmission and distribution businesses and records regulatory assets when incurred costs are expected to be recovered in future customer rates, and regulatory liabilities when current cost recoveries in customer rates relate to expected future costs.

DP&L employed 1,194 people as of September 30, 2015. Approximately 61% of all employees are under a collective bargaining agreement which expires on October 31, 2017.

Financial Statement Presentation

DP&L does not have any subsidiaries. DP&L has undivided ownership interests in five coal-fired generating facilities, peaking electric generating facilities and numerous transmission facilities, all of which are included in the financial statements at amortized cost. Operating revenues and expenses of these facilities are included on a pro rata basis in the corresponding lines in the Condensed Statements of Operations. See Note 4 for more information.

Certain immaterial amounts from prior periods have been reclassified to conform to the current period presentation.

These financial statements have been prepared in accordance with GAAP for interim financial statements, the instructions of Form 10-Q and Regulation S-X. Accordingly, certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with GAAP have been omitted from this interim report. Therefore, our interim financial statements in this report should be read along with the annual financial statements included in our Form 10-K for the fiscal year ended December 31, 2014.

In the opinion of our management, the Condensed Financial Statements presented in this report contain all adjustments necessary to fairly state our financial position as of September 30, 2015; our results of operations for the three and nine months ended September 30, 2015 and 2014 and our cash flows for the nine months ended September 30, 2015 and 2014. Unless otherwise noted, all adjustments are normal and recurring in nature. Due to various factors, including, but not limited to, seasonal weather variations, the timing of outages of EGUs, changes in economic conditions involving commodity prices and competition, and other factors, interim results for the nine months ended September 30, 2015 may not be indicative of our results that will be realized for the full year ending December 31, 2015.

The preparation of financial statements in conformity with GAAP requires us to make estimates and judgments that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the revenues and expenses of the periods reported. Actual results could differ from these estimates. Significant items subject to such estimates and judgments include: the carrying value of property, plant and equipment; unbilled

47

revenues; the valuation of derivative instruments; the valuation of insurance and claims liabilities; the valuation of allowances for receivables and deferred income taxes; regulatory assets and liabilities; liabilities recorded for income tax exposures; litigation; contingencies; the valuation of AROs; assets and liabilities related to employee benefits; goodwill; and intangibles.

Accounting for Taxes Collected from Customers and Remitted to Governmental Authorities

DP&L collects certain excise taxes levied by state or local governments from its customers. These taxes are accounted for on a net basis and not included in revenue. The amounts of such taxes collected for the three months ended September 30, 2015 and 2014 were $13.0 million and $12.5 million, respectively. The amounts of such taxes collected for the nine months ended September 30, 2015 and 2014 were $38.5 million and $38.5 million, respectively.

Related Party Transactions

In December 2013, an agreement was signed, effective January 1, 2014, whereby the Service Company is to provide services including operations, accounting, legal, human resources, information technology and other corporate services on behalf of companies that are part of the U.S. SBU, including, among other companies, DP&L. The Service Company allocates the costs for these services based on cost drivers designed to result in fair and equitable allocations. This includes ensuring that the regulated utilities served, including DP&L, are not subsidizing costs incurred for the benefit of other businesses. DP&L charges the Service Company for employee payroll and benefit costs that are incurred on behalf of the Service Company.

In the normal course of business, DP&L enters into transactions with other subsidiaries of DPL and AES. The following table provides a summary of these transactions:

	Three months ended September 30,						Nine months ended September 30,
$ in millions	2015			2014			2015			2014
DP&L Revenues:
Sales to DPLER (including MC Squared) (a)	$	66.0		$	125.6		$	245.0		$	376.6
DP&L Operations and Maintenance Expenses:
Premiums paid for insurance services provided by MVIC (b)	$	(0.8	)	$	(0.7	)	$	(2.4	)	$	(2.1	)
Expense recoveries for services provided to DPLER (c)	$	0.6		$	0.5		$	1.8		$	1.6
Transactions with the Service Company
Charges from the Service Company	$	7.6		$	7.4		$	24.3		$	24.2
Charges to the Service Company	$	1.1		$	0.6		$	5.0		$	1.7

DP&L Customer security deposits:	at September 30, 2015		at December 31, 2014
Deposits received from DPLER (d)	$	2.9	$	20.1
Balances with the Service Company
Net prepaid / (payable) to the service company	$	0.1	$	(4.7	)

(a) DP&L sells power to DPLER to satisfy the electric requirements of DPLER’s retail customers. The revenue dollars associated with sales to DPLER are recorded as wholesale revenues in DP&L’s Financial Statements.

(b) MVIC, a wholly owned captive insurance subsidiary of DPL, provides insurance coverage to DP&L and other DPL subsidiaries for workers’ compensation, general liability, property damages and directors’ and officers’ liability. These amounts represent insurance premiums paid by DP&L to MVIC. DP&L received insurance proceeds from MVIC of $0.5 million and $0.0 million for the three months ended September 30, 2015 and 2014, respectively, and $4.3 million and $0.4 million for the nine months ended September 30, 2015 and 2014, respectively.

(c) In the normal course of business DP&L incurs and records expenses on behalf of DPLER. Such expenses include, but are not limited to, employee-related expenses, accounting, information technology, payroll, legal and other administrative expenses. DP&L subsequently charges these expenses to DPLER at DP&L’s cost and credits the expense in which they were initially recorded.

(d) DP&L requires credit assurance from the CRES providers serving customers in its service territory because DP&L is the default energy provider should the CRES provider fail to fulfill its obligations to provide electricity. Due to DPL’s credit downgrade, DP&L required cash collateral from DPLER.

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Recently Issued Accounting Standards

ASU No. 2015-03, Interest – Imputation of Interest (Subtopic 835-30)

In April 2015, the FASB issued ASU No. 2015-03, which simplifies the presentation of debt issuance costs by requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this update. The standard is effective for annual reporting periods beginning after December 15, 2015 and interim periods therein, and requires the use of the full retrospective approach. Early adoption is permitted for financial statements that have not been previously issued. As of September 30, 2015, DP&L had approximately $4.6 millionin deferred financing costs classified in other non-current assets that would be reclassified to reduce the related debt liabilities upon adoption of ASU No. 2015-03.

ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606)

In May 2014, the FASB issued ASU No. 2014-09, which clarifies principles for recognizing revenue and will result in a common revenue standard for U.S. GAAP and International Financial Reporting Standards. The objective of the new standard is to provide a single and comprehensive revenue recognition model for all contracts with customers to improve comparability. The revenue standard contains principles that an entity will apply to determine the measurement of revenue and timing of when it is recognized. The standard requires an entity to recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contract with Customer (Topic 606): Deferral of the Effective Date, which deferred the effective date of ASU 2014-09 by one year, resulting in the new revenue standard being effective for annual reporting periods beginning after December 15, 2017 and interim periods therein. Early adoption is now permitted only as of the original effective date for public entities (that is, no earlier than 2017 for calendar year-end entities). The standard permits the use of either a full retrospective or modified retrospective approach. We have not yet selected a transition method and we are currently evaluating the impact of adopting the standard on our financial statements.

ASU No. 2015-11, Inventory: Simplifying the Measurement of Inventory (Topic 330)

In July 2015, the FASB issued ASU No. 2015-11, which simplifies the subsequent measurement of inventory. It replaces the current lower of cost or market test with a lower of cost or net realizable value test. The standard is effective for public entities for annual reporting periods beginning after December 15, 2016, and interim periods therein. Early adoption is permitted. The new guidance must be applied prospectively. We are currently evaluating the impact of adopting the standard on our financial statements.

ASU No. 2015-02, Consolidation — Amendments to the Consolidation Analysis (Topic 810)

In February 2015, the FASB issued ASU 2015-02, which makes targeted amendments to the current consolidation guidance and ends the deferral granted to investment companies from applying the VIE guidance. The standard amends the evaluation of whether (1) fees paid to a decision-maker or service providers represent a variable interest, (2) a limited partnership or similar entity has the characteristics of a VIE and (3) a reporting entity is the primary beneficiary of a VIE. The standard is effective for annual periods beginning after December 15, 2015 and interim periods therein. Early adoption is permitted. We are currently evaluating the impact of adopting the standard on our financial statements.

ASU No. 2015-13, Derivatives and Hedging (Topic 815): Application of the Normal Purchases and Normal Sales Scope Exception to Certain Electricity Contracts within Nodal Energy Market

In August 2015, the FASB issued ASU No. 2015-13, which resolves the diversity in practice resulting from determining whether certain contracts qualify for the normal purchases and normal sales scope exception under ASC Topic 815, Derivatives and Hedging. This standard clarifies that entities would not be precluded from applying the normal purchases and normal sales exception to certain forward contracts that necessitate the transmission of electricity through, or delivery to a location within, a nodal energy market. The standard is effective upon issuance and should be applied prospectively. As we had designated qualifying contracts as normal purchase or normal sales, there was no impact on our financial statements upon adoption of this standard.

ASU No. 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement

In April 2015, the FASB issued ASU No. 2015-05, which clarifies how customers in cloud computing arrangements should determine whether the arrangement includes a software license and eliminates the existing requirement for customers to account for software licenses they acquired by analogizing to the accounting guidance on leases. The

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standard is effective for annual reporting periods beginning after December 15, 2015 and interim periods therein. Early adoption is permitted. The standard permits the use of a prospective or retrospective approach. We have not yet selected a transition method and we are currently evaluating the impact of adopting the standard on our financial statements.

Note 2 – Supplemental Financial Information

Accounts receivable and Inventories are as follows at September 30, 2015 and December 31, 2014:

	September 30,			December 31,
$ in millions	2015			2014
Accounts receivable, net:
Unbilled revenue	$	34.8		$	49.0
Customer receivables	63.6			68.7
Amounts due from partners in jointly owned plants	12.0			14.2
Other	7.6			21.7
Provision for uncollectible accounts	(0.9		)	(0.9		)
Total accounts receivable, net	$	117.1		$	152.7
Inventories, at average cost:
Fuel and limestone	$	60.4		$	65.3
Plant materials and supplies	33.6			32.3
Other	1.9			1.4
Total inventories, at average cost	$	95.9		$	99.0

Accumulated Other Comprehensive Income / (Loss)

The amounts reclassified out of Accumulated Other Comprehensive Income / (Loss) by component during the three and nine months ended September 30, 2015 and 2014 are as follows:

Details about Accumulated Other Comprehensive Income / (Loss) components	Affected line item in the Condensed Statements of Operations	Three months ended						Nine months ended
		September 30,						September 30,
$ in millions		2015			2014			2015			2014
Gains and losses on Available-for-sale securities activity (Note 8):
	Other income	$	—		$	0.3		$	—		$	0.6
	Tax expense	—			(0.1		)	—			(0.2		)
	Net of income taxes	—			0.2			—			0.4
Gains and losses on cash flow hedges (Note 9):
	Interest expense	(0.3		)	(0.2		)	(0.9		)	(0.8		)
	Revenue	(3.8		)	4.9			(7.0		)	23.4
	Purchased power	0.9			0.4			2.7			(0.6		)
	Total before income taxes	(3.2		)	5.1			(5.2		)	22.0
	Tax expense	1.2			(1.9		)	1.9			(6.7		)
	Net of income taxes	(2.0		)	3.2			(3.3		)	15.3
Amortization of defined benefit pension items (Note 7):
	Reclassification to Other income / (deductions)	1.4			1.0			4.2			3.1
	Tax benefit	(0.6		)	(0.3		)	(1.6		)	(1.0		)
	Net of income taxes	0.8			0.7			2.6			2.1
Total reclassifications for the period, net of income taxes		$	(1.2	)	$	4.1		$	(0.7	)	$	17.8

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The changes in the components of Accumulated Other Comprehensive Income / (Loss) during the nine months ended September 30, 2015 are as follows:

$ in millions	Gains / (losses) on available-for-sale securities			Gains / (losses) on cash flow hedges			Change in unfunded pension obligation			Total
Balance January 1, 2015	$	0.7		$	2.8		$	(45.8	)	$	(42.3	)
Other comprehensive income before reclassifications	(0.3		)	9.6			—			9.3
Amounts reclassified from accumulated other comprehensive income / (loss)	—			(3.3		)	2.6			(0.7		)
Net current period other comprehensive income / (loss)	(0.3		)	6.3			2.6			8.6
Balance September 30, 2015	$	0.4		$	9.1		$	(43.2	)	$	(33.7	)

Note 3 – Regulatory assets and liabilities

DP&L has certain rate riders that provide for recovering, on a timely basis, costs incurred for specific programs for which costs may fluctuate. These riders generally allow DP&L to estimate future costs and customer kWh consumption and set rider rates designed to recover those estimated costs as they are incurred. Differences between revenues collected and the actual program costs are tracked and reconciled by increasing or reducing future rates accordingly. DP&L’s current regulatory assets and current regulatory liabilities reflect the reconciliation of such differences, with the exception of deferred storm costs. The deferred storm regulatory asset reflects costs incurred to repair major storm damage in previous years, for which DP&L was granted cost recovery during 2015. The changes in DP&L’s current regulatory asset and liability balances from December 31, 2014 to September 30, 2015 primarily represent the recovery of $16.7 million of deferred storm costs, and the reconciliation of other rider costs.

Note 4 – Ownership of Coal-fired Facilities

DP&L has undivided ownership interests in fivecoal-fired electric generating facilities, various peaking facilities and numerous transmission facilities with certain other Ohio utilities. Certain expenses, primarily fuel costs for the generating units, are allocated to the owners based on their energy usage. The remaining expenses, investments in fuel inventory, plant materials and operating supplies, and capital additions are allocated to the owners in accordance with their respective ownership interests. At September 30, 2015, DP&L had $25.0 million of construction work in process at such jointly owned facilities. DP&L’s share of the operating cost of such facilities is included within the corresponding line in the Condensed Consolidated Statements of Operations and DP&L’s share of the investment in the facilities is included within Total net property, plant and equipment in the Condensed Consolidated Balance Sheets. Each joint owner provides their own financing for their share of the operations and capital expenditures of the jointly owned units and stations.

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DP&L’s undivided ownership interest in such facilities at September 30, 2015, is as follows:

	DP&L Share		DP&L Carrying value
Jointly owned production units and stations:	Ownership (%)	Summer Production Capacity (MW)	Gross Plant in Service ($ in millions)		Accumulated Depreciation ($ in millions)		Construction Work in Process ($ in millions)		SCR and FGD Equipment Installed and in Service (Yes/No)
Conesville Unit 4	16.5	129	$	25	$	8	$	1	Yes
Killen Station	67.0	402	655		324		1		Yes
Miami Fort Units 7 and 8	36.0	368	365		169		4		Yes
Stuart Station	35.0	808	771		335		14		Yes
Zimmer Station	28.1	371	1,104		688		5		Yes
Transmission (at varying percentages)		n/a	98		63		—
Total		2,078	$	3,018	$	1,587	$	25

Note 5 – Debt

Long-term debt

	September 30,		December 31,
$ in millions	2015		2014
First mortgage bonds due in September 2016 - 1.875%	$	—	$	445.0
Pollution control series due in January 2028 - 4.7%	—		35.3
Pollution control series due in January 2034 - 4.8%	—		179.1
Pollution control series due in September 2036 - 4.8%	100.0		100.0
Pollution control series due in August 2020 - 1.13% - 1.14%	200.0		—
Pollution control series due in November 2040 - rates from: 0.02% - 0.12% and 0.04% - 0.15% (a)	—		100.0
U.S. Government note due in February 2061 - 4.2%	18.0		18.1
Unamortized debt discount	—		(0.5		)
Total non-current portion of long-term debt	$	318.0	$	877.0

Current portion of long-term debt

	September 30,			December 31,
$ in millions	2015			2014
First mortgage bonds due in September 2016 - 1.875%	$	445.0		$	—
U.S. Government note due in February 2061 - 4.2%	0.1			0.1
Unamortized debt discount	(0.2		)	—
Total current portion of long-term debt	$	444.9		$	0.1

(a)Range of interest rates for the nine months ended September 30, 2015 and the twelve months ended December 31, 2014, respectively.

DP&L has an unsecured revolving credit agreement with a syndicated bank group. Prior to refinancing the facility on July 31, 2015, as discussed below, this facility had a $300.0 million borrowing limit, a five-year term expiring on May 10, 2018, a $100.0 million letter of credit sublimit and a feature that gave DP&L the ability to increase the size of the facility by an additional $100.0 million. On July 31, 2015, DP&L refinanced its revolving credit facility, reducing the total size from $300.0 million to $175.0 million, with a $50.0 million letter of credit sublimit and a feature that provides DP&L the ability to increase the size of the facility by an additional $100.0 million. This refinancing extended the life of the facility from May 2018 to July 2020. At September 30, 2015, DP&L had drawn $10.0 million under this facility and had two letters of credit in the amount of $1.4 million outstanding under this facility, with the remaining $163.6 million available to DP&L. Fees associated with this letter of credit facility were not material during the nine months ended September 30, 2015 or 2014.

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On July 1, 2015, the $35.3 million of 4.7% pollution control bonds due January 2028 and $41.3 million of the 4.8% pollution control bonds due January of 2034 became callable at par and were redeemed with cash.

On August 3, 2015, DP&L called $100.0 million of variable rate pollution control bonds due November 2040 and $137.8 million of 4.8% pollution control bonds due January of 2034. These bonds were refinanced with $200.0 million of new pollution control bonds at variable rates of interest secured by first mortgage bonds in an equivalent amount and the remaining $37.8 million of these bonds was redeemed.

DP&L’s unsecured revolving credit agreements and DP&L’s standby letter of credit have two financial covenants. The first financial covenant measures Total Debt to Total Capitalization. The Total Debt to Total Capitalization ratio is calculated, at the end of each fiscal quarter, by dividing total debt at the end of the quarter by total capitalization at the end of the quarter. The second financial covenant compares EBITDA to Interest Expense. The EBITDA to Interest Expense ratio is calculated, at the end of each fiscal quarter, by dividing EBITDA for the four prior fiscal quarters by the consolidated interest charges for the same period. The above covenants were retained with some amendments in DP&L's revolving credit facility refinanced on July 31, 2015. The DP&L amended standby letter of credit facilities were terminated on August 3, 2015.

Substantially all property, plant & equipment of DP&L is subject to the lien of the mortgage securing DP&L’s First and Refunding Mortgage.

Note 6 – Income Taxes

The following table details the effective tax rates for the three and nine months ended September 30, 2015 and 2014.

	Three months ended September 30,		Nine months ended September 30,
	2015	2014	2015	2014
DP&L	4.9%	19.8%	24.8%	23.2%

Income tax expense for the three and nine months ended September 30, 2015 and 2014 was calculated using the estimated annual effective income tax rates for 2015 and 2014 of 29.0% and 30.5%, respectively. For the three and nine months ended September 30, 2015 and 2014 management estimated the annual effective tax rate based on its forecast of annual pre-tax income. To the extent that actual pre-tax results for the year differ from the forecasts applied to the most recent interim period, the rates estimated could be materially different from the actual effective tax rates.

For the three and nine months ended September 30, 2015, DP&L’s current period effective rate is less than the estimated annual effective rate primarily due to the anticipated refund from the IRS for the filing of an amended 2011 predecessor tax return to include the domestic manufacturing deduction and the deduction for the preferred stock dividends.

Note 7 – Pension and Postretirement Benefits

DP&L sponsors a defined benefit pension plan for the vast majority of its employees.

We generally fund pension plan benefits as accrued in accordance with the minimum funding requirements of ERISA and, in addition, make voluntary contributions from time to time. There was $5.0 million and $0.0 million in employer contributions made during the nine months endedSeptember 30, 2015 and 2014, respectively.

The amounts presented in the following tables for pension include the collective bargaining plan formula, the traditional management plan formula, the cash balance plan formula and the SERP, in the aggregate. The amounts presented for postretirement include both health and life insurance. The pension and postretirement costs below have not been adjusted for amounts billed to the Service Company for former DP&L employees who are now employed by the Service Company but are still participants in the DP&L plan. See "Related Party Transactions" discussion in Note 1, "Overview and Summary of Significant Accounting Policies".

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The net periodic benefit cost of the pension and postretirement benefit plans for the three and nine months ended September 30, 2015 and 2014 was:

Net Periodic Benefit Cost	Pension						Postretirement
	Three months ended						Three months ended
	September 30,						September 30,
$ in millions	2015			2014			2015			2014
Service cost	$	1.8		$	1.5		$	0.1		$	—
Interest cost	4.2			4.3			0.1			0.2
Expected return on plan assets	(5.6		)	(5.7		)	(0.1		)	(0.1		)
Amortization of unrecognized:
Prior service cost	0.9			0.7			0.1			0.1
Actuarial loss / (gain)	2.4			1.6			(0.2		)	(0.2		)
Net periodic benefit cost	$	3.7		$	2.4		$	—		$	—

Net Periodic Benefit Cost	Pension						Postretirement
	Nine months ended						Nine months ended
	September 30,						September 30,
$ in millions	2015			2014			2015			2014
Service cost	$	5.3		$	4.4		$	0.1		$	0.1
Interest cost	12.8			13.0			0.5			0.6
Expected return on plan assets	(16.8		)	(17.0		)	(0.1		)	(0.2		)
Amortization of unrecognized:
Prior service cost	2.5			2.1			0.1			0.1
Actuarial loss / (gain)	7.2			4.8			(0.5		)	(0.5		)
Net periodic benefit cost	$	11.0		$	7.3		$	0.1		$	0.1

Benefit payments and Medicare Part D reimbursements, which reflect future service, are estimated to be paid as follows:

$ in millions	Pension		Postretirement
2015	$	6.2	$	0.5
2016	25.2		1.8
2017	25.7		1.7
2018	26.3		1.6
2019	26.7		1.5
2020 - 2024	137.0		6.1

Note 8 – Fair Value Measurements

The fair values of our financial instruments are based on published sources for pricing when possible. We rely on valuation models only when no other method is available to us. The value of our financial instruments represents our best estimates of fair value, which may not be the value realized in the future.

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The following table presents the fair value and cost of our non-derivative instruments at September 30, 2015 and December 31, 2014. Information about the fair value of our derivative instruments can be found in Note 9.

	September 30, 2015				December 31, 2014
$ in millions	Cost		Fair Value		Cost		Fair Value
Assets
Money market funds	$	0.2	$	0.2	$	0.1	$	0.1
Equity securities	2.7		3.4		2.7		3.7
Debt securities	4.5		4.4		4.7		4.7
Hedge funds	0.7		0.7		0.8		0.8
Real estate	0.3		0.3		0.4		0.4
Total assets	$	8.4	$	9.0	$	8.7	$	9.7
Liabilities
Debt	$	762.9	$	764.3	$	877.1	$	882.5

These financial instruments are not subject to master netting agreements or collateral requirements and as such are presented in the Condensed Balance Sheet at their gross fair value, except for Debt, which is presented at amortized cost.

Debt

Unrealized gains or losses are not recognized in the financial statements as debt is presented at cost, net of unamortized premium or discount in the financial statements. The debt amounts include the current portion payable in the next twelve months and have maturities that range from 2016 to 2061.

Master Trust Assets

DP&L established Master Trusts to hold assets that could be used for the benefit of employees participating in employee benefit plans and these assets are not used for general operating purposes. These assets are primarily comprised of open-ended mutual funds that are valued using the net asset value per unit. These investments are recorded at fair value within Other deferred assets on the balance sheets and classified as available-for-sale. Any unrealized gains or losses are recorded in AOCI until the securities are sold.

DP&L had $0.7 million ($0.5 million after tax) of unrealized gains and $0.1 million ($0.1 million after tax) of unrealized losses on the Master Trust assets in AOCI at September 30, 2015 and $1.1 million ($0.7 million after tax) in unrealized gains and immaterial unrealized losses on the Master Trust assets in AOCI at December 31, 2014.

During the nine months ended September 30, 2015, $1.0 million ($0.7 million after tax) of various investments were sold to facilitate the distribution of benefits and the unrealized gains were reversed into earnings. An immaterial amount of unrealized gains are expected to be reversed to earnings over the next twelve months to facilitate the disbursement of benefits.

Fair Value Hierarchy

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. These inputs are then categorized as:

• Level 1 (quoted prices in active markets for identical assets or liabilities);

• Level 2 (observable inputs such as quoted prices for similar assets or liabilities or quoted prices in markets that are not active);

• Level 3 (unobservable inputs).

Valuations of assets and liabilities reflect the value of the instrument including the values associated with counterparty risk. We include our own credit risk and our counterparty’s credit risk in our calculation of fair value using global average default rates based on an annual study conducted by a large rating agency.

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We did not have any transfers of the fair values of our financial instruments between Level 1 and Level 2 of the fair value hierarchy during the three months and nine months ended September 30, 2015 and 2014.

The fair value of assets and liabilities at September 30, 2015 and December 31, 2014 and the respective category within the fair value hierarchy for DP&L was determined as follows:

Assets and Liabilities at Fair Value
			Level 1		Level 2		Level 3
$ in millions	Fair value at September 30, 2015		Based on Quoted Prices in Active Markets		Other Observable Inputs		Unobservable Inputs
Assets
Master Trust assets
Money market funds	$	0.2	$	0.2	$	—	$	—
Equity securities	3.4		—		3.4		—
Debt securities	4.4		—		4.4		—
Hedge funds	0.7		—		0.7		—
Real estate	0.3		—		0.3		—
Total Master Trust assets	9.0		0.2		8.8		—
Derivative assets
FTRs	0.4		—		—		0.4
Forward power contracts	30.2		—		30.2		—
Total derivative assets	30.6		—		30.2		0.4
Total assets	$	39.6	$	0.2	$	39.0	$	0.4
Liabilities
Derivative liabilities
FTRs	$	0.7	$	—	$	—	$	0.7
Forward power contracts	24.5		—		22.3		2.2
Total derivative liabilities	25.2		—		22.3		2.9
Debt	764.3		—		746.2		18.1
Total liabilities	$	789.5	$	—	$	768.5	$	21.0

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Assets and Liabilities at Fair Value
			Level 1		Level 2		Level 3
$ in millions	Fair value at December 31, 2014		Based on Quoted Prices in Active Markets		Other Observable Inputs		Unobservable Inputs
Assets
Master Trust assets
Money market funds	$	0.1	$	0.1	$	—	$	—
Equity securities	3.7		—		3.7		—
Debt securities	4.7		—		4.7		—
Hedge funds	0.8		—		0.8		—
Real estate	0.4		—		0.4		—
Total Master Trust assets	9.7		0.1		9.6		—
Derivative assets
Forward power contracts	15.1		—		13.9		1.2
Total Derivative assets	15.1		—		13.9		1.2
Total assets	$	24.8	$	0.1	$	23.5	$	1.2
Liabilities
Derivative liabilities
FTRs	$	0.6	$	—	$	—	$	0.6
Heating oil futures	0.4		0.4		—		—
Natural gas futures	0.1		0.1		—		—
Forward power contracts	11.2		—		11.2		—
Total Derivative liabilities	12.3		0.5		11.2		0.6
Debt	882.5		—		864.3		18.2
Total liabilities	$	894.8	$	0.5	$	875.5	$	18.8

Our financial instruments are valued using the market approach in the following categories:

• Level 1 inputs are used for derivative contracts such as heating oil futures and for money market accounts that are considered cash equivalents. The fair value is determined by reference to quoted market prices and other relevant information generated by market transactions.

• Level 2 inputs are used to value derivatives such as forward power contracts (which are traded on the OTC market but which are valued using prices on the NYMEX for similar contracts on the OTC market). Other Level 2 assets include open-ended mutual funds that are in the Master Trust, which are valued using observable prices based on the end of day NAV per unit.

• Level 3 inputs such as FTRs are considered a Level 3 input because the monthly auctions are considered inactive. Other Level 3 inputs include the credit valuation adjustment on some of the forward power contracts and forward power contracts in less active markets. Our Level 3 inputs are immaterial to our derivative balances as a whole and as such no further disclosures are presented.

Our debt is fair valued for disclosure purposes only and most of the fair values are determined using quoted market prices in inactive markets. These fair value inputs are considered Level 2 in the fair value hierarchy. Since the Wright-Patterson Air Force Base loan is not publicly traded, fair value is assumed to equal carrying value. These fair value inputs are considered Level 3 in the fair value hierarchy as there are no observable inputs. Additional Level 3 disclosures are not presented since debt is not recorded at fair value.

Approximately 97% of the inputs to the fair value of our derivative instruments are from quoted market prices.

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Non-recurring Fair Value Measurements

We use the cost approach to determine the fair value of our AROs, which is estimated by discounting expected cash outflows to their present value at the initial recording of the liability. Cash outflows are based on the approximate future disposal cost as determined by market information, historical information or other management estimates. AROs for ash ponds, asbestos, river structures and underground storage tanks increased by a net amount of $38.7 million and $1.2 million during the nine months ended September 30, 2015 and 2014, respectively. The majority of the increase in 2015 is due to an increase in the AROs for ash ponds ($40.6 million) due to new rules promulgated by the USEPA that were published in the Federal Register in April 2015 and became effective in October 2015.

Note 9 – Derivative Instruments and Hedging Activities

In the normal course of business, DP&L enters into various financial arrangements, including derivative financial instruments. We use derivatives principally to manage the risk of changes in market prices for commodities. The derivatives that we use to economically hedge these risks are governed by our risk management policies for forward and futures contracts. Our net positions are continually assessed within our structured hedging programs to determine whether new or offsetting transactions are required. The objective of the hedging program is to mitigate financial risks while ensuring that we have adequate resources to meet our requirements. We monitor and value derivative positions monthly as part of our risk management processes. We use published sources for pricing, when possible, to mark positions to market. All of our derivative instruments are used for risk management purposes and are designated as normal purchase/normal sale, cash flow hedges or marked to market each reporting period.

At September 30, 2015, DP&L had the following outstanding derivative instruments:

Commodity	Accounting Treatment	Unit	Purchases (in thousands)	Sales (in thousands)		Net Purchases/ (Sales) (in thousands)
FTRs	Mark to Market	MWh	24.7	—		24.7
Forward power contracts	Cash Flow Hedge	MWh	1,361.2	(7,857.7	)	(6,496.5	)
Forward power contracts	Mark to Market	MWh	5,309.7	(1,916.5	)	3,393.2

At December 31, 2014, DP&L had the following outstanding derivative instruments:

Commodity	Accounting Treatment	Unit	Purchases (in thousands)	Sales (in thousands)		Net Purchases/ (Sales) (in thousands)
FTRs	Mark to Market	MWh	10.5	—		10.5
Heating oil futures	Mark to Market	Gallons	378.0	—		378.0
Natural Gas	Mark to Market	Dths	200.0	—		200.0
Forward power contracts	Cash Flow Hedge	MWh	175.0	(2,991.0	)	(2,816.0	)
Forward power contracts	Mark to Market	MWh	1,725.2	(2,804.0	)	(1,078.8	)

Cash Flow Hedges

As part of our risk management processes, we identify the relationships between hedging instruments and hedged items, as well as the risk management objective and strategy for undertaking various hedge transactions. The fair value of cash flow hedges is determined by observable market prices available as of the balance sheet dates and will continue to fluctuate with changes in market prices up to contract expiration. The effective portion of the hedging transaction is recognized in AOCI and transferred to earnings using specific identification of each contract when the forecasted hedged transaction takes place or when the forecasted hedged transaction is probable of not occurring. The ineffective portion of the cash flow hedge is recognized in earnings in the current period. All risk components were taken into account to determine the hedge effectiveness of the cash flow hedges.

We enter into forward power contracts to manage commodity price risk exposure related to our generation of electricity. We do not hedge all commodity price risk. We reclassify gains and losses on forward power contracts from AOCI into earnings in those periods in which the contracts settle.

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The following table provides information for DP&L concerning gains or losses recognized in AOCI for the cash flow hedges for the three months ended September 30, 2015 and 2014:

	Three months ended						Three months ended
	September 30, 2015						September 30, 2014
				Interest						Interest
$ in millions (net of tax)	Power			Rate Hedge			Power			Rate Hedge
Beginning accumulated derivative gain in AOCI	$	1.1		$	2.2		$	(14.0	)	$	4.6
Net gains / (losses) associated with current period hedging transactions	7.8			—			1.4			—
Net gains / (losses) reclassified to earnings
Interest expense	—			(0.1		)	—			(0.2		)
Revenues	(2.5		)	—			3.2			—
Purchased power	0.6			—			0.2			—
Ending accumulated derivative gain / (loss) in AOCI	$	7.0		$	2.1		$	(9.2	)	$	4.4

The following table provides information for DP&L concerning gains or losses recognized in AOCI for the cash flow hedges for the nine months endedSeptember 30, 2015 and 2014:

	Nine months ended						Nine months ended
	September 30, 2015						September 30, 2014
				Interest						Interest
$ in millions (net of tax)	Power			Rate Hedge			Power			Rate Hedge
Beginning accumulated derivative gain in AOCI	$	0.2		$	2.6		$	1.0		$	5.2
Net gains / (losses) associated with current period hedging transactions	9.6			—			(26.3		)	—
Net gains / (losses) reclassified to earnings
Interest expense	—			(0.5		)	—			(0.8		)
Revenues	(4.5		)	—			16.6			—
Purchased power	1.7			—			(0.5		)	—
Ending accumulated derivative gain / (loss) in AOCI	$	7.0		$	2.1		$	(9.2	)	$	4.4
Portion expected to be reclassified to earnings in the next twelve months (a)	$	3.3		$	(0.8	)
Maximum length of time that we are hedging our exposure to variability in future cash flows related to forecasted transactions (in months)	39			0

(a) The actual amounts that we reclassify from AOCI to earnings related to power can differ from the estimate above due to market price changes.

Mark to Market Accounting

Certain derivative contracts are entered into on a regular basis as part of our risk management program but do not qualify for hedge accounting or the normal purchases and sales exceptions under FASC 815. Accordingly, such contracts are recorded at fair value with changes in the fair value charged or credited to the Condensed Statements of Operations in the period in which the change occurred. This is commonly referred to as “MTM accounting.” Contracts we enter into as part of our risk management program may be settled financially, by physical delivery, or net settled with the counterparty. FTRs, natural gas forwards, heating oil futures and certain forward power contracts are marked to market.

Certain qualifying derivative instruments have been designated as normal purchases or normal sales contracts, as provided under GAAP. Derivative contracts that have been designated as normal purchases or normal sales under GAAP are not subject to MTM accounting and are recognized in the Condensed Statements of Operations on an accrual basis.

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Regulatory Assets and Liabilities

In accordance with regulatory accounting under GAAP, a cost or loss that is probable of recovery in future rates should be deferred as a regulatory asset and revenue or a gain that is probable of being returned to customers should be deferred as a regulatory liability. Portions of the derivative contracts that are marked to market each reporting period and are related to the retail portion of DP&L’s load requirements are included as part of the fuel and purchased power recovery rider approved by the PUCO which began January 1, 2010. Therefore, a portion of the heating oil futures are assigned to the retail jurisdiction and deferred as a regulatory asset or liability until the contracts settle. If these unrealized gains and losses are no longer deemed to be probable of recovery through our rates, they will be reclassified into earnings in the period such determination is made.

The following tables present the amount and classification within the Condensed Statements of Operations or Condensed Balance Sheets of the gains and losses on DP&L’s derivatives not designated as hedging instruments for the three and nine months ended September 30, 2015 and 2014:

For the three months ended September 30, 2015
$ in millions	Heating Oil			FTRs			Power			Total
Change in unrealized gain / (loss)	$	0.1		$	0.1		$	(3.3	)	$	(3.1	)
Realized loss	(0.2		)	(0.1		)	(4.3		)	(4.6		)
Total	$	(0.1	)	$	—		$	(7.6	)	$	(7.7	)
Recorded in Income Statement: gain / (loss)
Purchased power	$	—		$	—		$	(11.0	)	$	(11.0	)
Revenues	—			—			3.4			3.4
Fuel	(0.1		)	—			—			(0.1		)
Total	$	(0.1	)	$	—		$	(7.6	)	$	(7.7	)

For the three months ended September 30, 2014
$ in millions	Heating Oil			FTRs		Power			Total
Change in unrealized loss	$	(0.2	)	$	0.3	$	(2.7	)	$	(2.6	)
Realized gain / (loss)	—			0.1		(2.1		)	(2.0		)
Total	$	(0.2	)	$	0.4	$	(4.8	)	$	(4.6	)
Recorded on Balance Sheet:
Regulatory asset	$	(0.1	)	$	—	$	—		$	(0.1	)
Recorded in Income Statement: gain / (loss)
Revenues	—			—		(0.3		)	(0.3		)
Purchased power	—			0.4		(4.5		)	(4.1		)
Fuel	(0.1		)	—		—			(0.1		)
Total	$	(0.2	)	$	0.4	$	(4.8	)	$	(4.6	)

For the nine months ended September 30, 2015
$ in millions	Heating Oil			FTRs			Power			Natural Gas			Total
Change in unrealized gain / (loss)	$	0.4		$	0.2		$	(5.0	)	$	0.1		$	(4.3	)
Realized loss	(0.3		)	(0.1		)	(8.1		)	(0.1		)	(8.6		)
Total	$	0.1		$	0.1		$	(13.1	)	$	—		$	(12.9	)
Recorded on Balance Sheet:
Regulatory Asset	$	0.1		$	—		$	—		$	—		$	0.1
Recorded in Income Statement: gain / (loss)
Purchased power	—			0.1			(21.9		)	—			(21.8		)
Revenues	—			—			8.8			—			8.8
Total	$	0.1		$	0.1		$	(13.1	)	$	—		$	(12.9	)

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For the nine months ended September 30, 2014
$ in millions	Heating Oil			FTRs			Power			Total
Change in unrealized loss	$	(0.3	)	$	(1.2	)	$	(5.7	)	$	(7.2	)
Realized gain / (loss)	0.1			0.7			(3.0		)	(2.2		)
Total	$	(0.2	)	$	(0.5	)	$	(8.7	)	$	(9.4	)
Recorded on Balance Sheet:
Regulatory asset	$	(0.1	)	$	—		$	—		$	(0.1	)
Recorded in Income Statement: gain / (loss)
Revenues	—			—			1.0			1.0
Purchased power	—			(0.5		)	(9.7		)	(10.2		)
Fuel	(0.1		)	—			—			(0.1		)
Total	$	(0.2	)	$	(0.5	)	$	(8.7	)	$	(9.4	)

DP&L has elected not to offset derivative assets and liabilities and not to offset net derivative positions against the right to reclaim cash collateral pledged (an asset) or the obligation to return cash collateral received (a liability) under derivative agreements.

The following tables summarize the derivative positions presented in the balance sheet where a right of offset exists under these arrangements and related cash collateral received or pledged. The following table presents the fair value and balance sheet classification of DP&L’s derivative instruments at September 30, 2015:

Fair Values of Derivative Instruments
at September 30, 2015
				Gross Amounts Not Offset in the Condensed Balance Sheets
$ in millions	Hedging Designation	Gross Fair Value as presented in the Condensed Balance Sheets		Financial Instruments with Same Counterparty in Offsetting Position			Cash Collateral			Net Balance Fair Value
Assets
Short-term derivative positions (presented in Other current assets)
Forward power contracts	Cash Flow	$	10.8	$	(6.0	)	$	—		$	4.8
Forward power contracts	MTM	5.4		(4.0		)	—			1.4
FTRs	MTM	0.4		(0.4		)	—			—
Long-term derivative positions (presented in Other deferred assets)
Forward power contracts	Cash Flow	8.2		(3.0		)	—			5.2
Forward power contracts	MTM	5.8		(5.2		)	—			0.6
Total assets		$	30.6	$	(18.6	)	$	—		$	12.0
Liabilities
Short-term derivative positions (presented in Other current liabilities)
Forward power contracts	Cash Flow	$	6.0	$	(6.0	)	$	—		$	—
Forward power contracts	MTM	9.0		(4.0		)	(4.6		)	0.4
FTRs	MTM	0.7		(0.4		)	—			0.3
Long-term derivative positions (presented in Other deferred liabilities)
Forward power contracts	Cash Flow	3.0		(3.0		)	—			—
Forward power contracts	MTM	6.5		(5.2		)	(1.0		)	0.3
Total liabilities		$	25.2	$	(18.6	)	$	(5.6	)	$	1.0

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The following table presents the fair value and balance sheet classification of DPL’s derivative instruments at December 31, 2014:

Fair Values of Derivative Instruments
at December 31, 2014
				Gross Amounts Not Offset in the Condensed Balance Sheets
$ in millions	Hedging Designation	Gross Fair Value as presented in the Condensed Balance Sheets		Financial Instruments with Same Counterparty in Offsetting Position			Cash Collateral			Net Balance Fair Value
Assets
Short-term derivative positions (presented in Other current assets)
Forward power contracts	Cash Flow	$	5.6	$	(2.0	)	$	—		$	3.6
Forward power contracts	MTM	5.6		(3.4		)	—			2.2
Long-term derivative positions (presented in Other deferred assets)
Forward power contracts	Cash Flow	0.3		(0.3		)	—			—
Forward power contracts	MTM	3.6		(0.9		)	—			2.7
Total assets		$	15.1	$	(6.6	)	$	—		$	8.5
Liabilities
Short-term derivative positions (presented in Other current liabilities)
Forward power contracts	Cash Flow	$	2.1	$	(2.0	)	$	—		$	0.1
Forward power contracts	MTM	7.5		(3.4		)	(4.1		)	—
FTRs	MTM	0.6		—			—			0.6
Heating oil futures	MTM	0.4		—			(0.4		)	—
Natural gas futures	MTM	0.1		—			(0.1		)	—
Long-term derivative positions (presented in Other deferred liabilities)
Forward power contracts	Cash Flow	0.6		(0.3		)	(0.3		)	—
Forward power contracts	MTM	1.0		(0.9		)	—			0.1
Total liabilities		$	12.3	$	(6.6	)	$	(4.9	)	$	0.8

The aggregate fair value of DP&L’s commodity derivative instruments that were in a MTM loss position at September 30, 2015 was $25.2 million. $5.6 million of collateral was posted directly with third parties and in a broker margin account which offsets our loss positions on the forward contracts. This liability position is further offset by the asset position of counterparties with master netting agreements of $18.6 million. Since our debt is below investment grade, we could be required to post collateral for the remaining $1.0 million.

Note 10 – Shareholder’s Equity

DP&L has 250,000,000 authorized $0.01 par value common shares, of which 41,172,173 are outstanding at September 30, 2015. All common shares are held by DP&L’s parent, DPL.

As part of the PUCO’s approval of the Merger, DP&L agreed to maintain a capital structure that includes an equity ratio of at least 50 percent and not to have a negative retained earnings balance.

Note 11 – Contractual Obligations, Commercial Commitments and Contingencies

Equity Ownership Interest

DP&L owns a 4.9% equity ownership interest in OVEC, an electric generation company, which is recorded using the cost method of accounting under GAAP. As of September 30, 2015, DP&L could be responsible for the repayment of 4.9%, or $73.9 million, of a $1,507.9 million debt obligation that has maturities from 2018 to 2040.

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This would only happen if OVEC defaulted on its debt payments. As of September 30, 2015, we have no knowledge of such a default.

Commercial Commitments and Contractual Obligations

There have been no material changes, outside the ordinary course of business, to our commercial commitments and to the information disclosed in the contractual obligations table in our Form 10-K for the fiscal year ended December 31, 2014.

Contingencies

In the normal course of business, we are subject to various lawsuits, actions, proceedings, claims and other matters asserted under various laws and regulations. We believe the amounts provided in our Condensed Financial Statements, as prescribed by GAAP, are adequate in light of the probable and estimable contingencies. However, there can be no assurances that the actual amounts required to satisfy alleged liabilities from various legal proceedings, claims, tax examinations and other matters discussed below, and to comply with applicable laws and regulations, will not exceed the amounts reflected in our Condensed Consolidated Financial Statements. As such, costs, if any, that may be incurred in excess of those amounts provided as of September 30, 2015, cannot be reasonably determined.

Environmental Matters

DP&L’s facilities and operations are subject to a wide range of federal, state and local environmental regulations and laws. The environmental issues that may affect us include:

• The federal CAA and state laws and regulations (including State Implementation Plans) which require compliance, obtaining permits and reporting as to air emissions,

• Litigation with federal and certain state governments and certain special interest groups regarding whether modifications to or maintenance of certain coal-fired generating stations require additional permitting or pollution control technology, or whether emissions from coal-fired generating stations cause or contribute to climate change,

• Rules and future rules issued by the USEPA and the Ohio EPA that require substantial reductions in SO2, particulates, mercury, acid gases, NOx, and other air emissions. DP&L has installed emission control technology and is taking other measures to comply with required and anticipated reductions,

• Rules and future rules issued by the USEPA, the Ohio EPA or other authorities that require reporting and reductions of GHGs,

• Rules and future rules issued by the USEPA associated with the federal Clean Water Act, which prohibits the discharge of pollutants into waters of the United States except pursuant to appropriate permits, and

• Solid and hazardous waste laws and regulations, which govern the management and disposal of certain waste. The majority of solid waste created from the combustion of coal and fossil fuels is fly ash and other coal combustion by-products.

In addition to imposing continuing compliance obligations, these laws and regulations authorize the imposition of substantial penalties for noncompliance, including fines, injunctive relief and other sanctions. In the normal course of business, we have investigatory and remedial activities underway at our facilities to comply, or to determine compliance, with such regulations. We record liabilities for loss contingencies related to environmental matters when a loss is probable of occurring and can be reasonably estimated in accordance with the provisions of GAAP. At September 30, 2015, and December 31, 2014, we had accruals of approximately $0.7 million and $0.8 million, respectively, for environmental matters and other claims. We also have a number of environmental matters for which we have not accrued loss contingencies because the risk of loss is not probable or a loss cannot be reasonably estimated, which are disclosed in the paragraphs below. We evaluate the potential liability related to environmental matters quarterly and may revise our accruals. Such revisions in the estimates of the potential liabilities could have a material adverse effect on our results of operations, financial condition or cash flows.

We have several pending environmental matters associated with our EGUs and stations. Some of these matters could have material adverse effects on the operation of such EGUs and stations or our financial condition.

National Ambient Air Quality Standards

Effective August 23, 2010, the USEPA implemented its revisions to its primary NAAQS for SO₂ replacing the previous 24-hour standard and annual standard with a one-hour standard. Non-attainment areas will be required to

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meet the 2010 standard by October 2018. On August 21, 2015, the USEPA finalized a data requirements rule for air agencies to ascertain attainment characterization more extensively across the country by additional modeling and/or monitoring requirements of areas with sources that exceed specified thresholds of SO₂ emissions, which became effective on September 21, 2015. The rule directs state agencies to provide data to characterize air quality in areas with sources of SO₂ above 2,000 tons per year to identify maximum 1-hour concentrations of SO₂ in ambient air. The rule could require installation of monitors at one or more of DP&L’s coal-fired power plants and result in additional non-attainment designations that could impact our operations. DP&L is unable to determine the effect of the rule on its operations.

On October 1, 2015, the USEPA released a final rule lowering the NAAQS for ozone to 70 parts per billion from 75 parts per billion. We are currently reviewing the rule and assessing the impact on our operations. We cannot at this time determine the impact of this rule, but it could be material.

Climate Change Legislation and Regulation

On October 23, 2015, the USEPA's final CO₂ emission rules for existing power plants (called the Clean Power Plan) were published in the Federal Register with an effective date of December 22, 2015. Additionally, the final NSPS for CO₂ emissions from new, modified and reconstructed fossil-fuel-fired power plants were published in the Federal Register on October 23, 2015 and are effective immediately. The Clean Power Plan provides for interim emissions performance rates that must be achieved beginning in 2022 and final emissions performance rates that must be achieved by 2030. Prior to the rule's publication in the Federal Register, fifteen states, including Ohio, filed a petition in the U.S. Court of Appeals for the D.C. Circuit seeking a stay of the Clean Power Plan, which was denied by the Court in September 2015. On October 23, 2015, several states and industry groups filed petitions in the D.C. Circuit Court of Appeals challenging the Clean Power Plan as published in the Federal Register, including a twenty-four state consortium that includes Ohio. The D.C. Circuit Court has issued orders consolidating the current pending challenges to the CPP under the lead case, West Virginia v. EPA. On October 23, 2015, North Dakota filed a petition for review of the GHG NSPS in the D.C. Circuit Court, and a coalition of environmental groups have moved to intervene on behalf of EPA in both the CPP and NSPS litigation. These state petitioners, as well as industry groups separately challenging the rule, have filed motions with the D.C. Circuit Court requesting a stay of the rule. The D.C. Circuit Court has issued orders consolidating the current pending challenges to the Clean Power Plan under the lead case, West Virginia v. USEPA. On October 23, 2015, North Dakota filed a petition for review of the CO2 NSPS in the D.C. Circuit Court, and a coalition of environmental groups have moved to intervene on behalf of USEPA in both the Clean Power Plan and NSPS litigation. Additional legal challenges are expected. We are currently reviewing the rule and assessing the impact on our operations. Our business, financial condition or results of operations could be materially and adversely affected by this rule.

Clean Water Act – Regulation of Water Discharge

In December 2006, DP&L submitted a renewal application for the Stuart generating station NPDES permit that was due to expire on June 30, 2007. The Ohio EPA issued a draft permit that was received in November 2008. In September 2010, the USEPA formally objected to the November 2008, draft permit due to questions regarding the basis for the alternate thermal limitation. The Ohio EPA issued a draft permit in December 2011 and a public hearing was held in February 2012. The draft permit required DP&L, over the 54 months following issuance of a final permit, to take undefined actions to lower the temperature of its discharged water to a level unachievable by the station under its current design or alternatively make other significant modifications to the cooling water system. DP&L submitted comments to the draft permit. In November 2012, the Ohio EPA issued another draft which included a compliance schedule for performing a study to justify an alternate thermal limitation and to which DP&L submitted comments. In December 2012, the USEPA formally withdrew their objection to the permit. On January 7, 2013, the Ohio EPA issued a final permit.

On February 1, 2013, DP&L appealed various aspects of the final permit to the Environmental Review Appeals Commission. A hearing before the Commission has been rescheduled for March 2016. Depending on the outcome of the appeal process, the effects on DP&L’s business, financial condition or results of operations could be material.

On September 30, 2015, the USEPA released its final rule regulating various wastewater streams from steam electric power plants. The regulations were published in the Federal Register on November 3, 2015. We are reviewing the the rule to assess the potential impact on our operations and our current or future NPDES permits.

Regulation of Waste Disposal

In September 2002, DP&L and other parties received a special notice that the USEPA considers us to be a PRP for the clean-up of hazardous substances at the South Dayton Dump landfill site. In August 2005, DP&L and other

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parties received a general notice regarding the performance of a Remedial Investigation and Feasibility Study (RI/FS) under a Superfund Alternative Approach. In October 2005, DP&L received a special notice letter inviting it to enter into negotiations with the USEPA to conduct the RI/FS. No recent activity has occurred with respect to that notice or PRP status. On August 16, 2006, an Administrative Settlement Agreement and Order on Consent (“ASAOC”) for the site was executed and became effective among a group of PRPs, not including DP&L, and the USEPA. On August 25, 2009, the USEPA issued an Administrative Order requiring that access to DP&L’s service center building site, which is across the street from the landfill site, be given to the USEPA and the existing PRP group to help determine the extent of the landfill site’s contamination as well as to assess whether certain chemicals used at the service center building site might have migrated through groundwater to the landfill site. DP&L granted such access and drilling of soil borings and installation of monitoring wells occurred in late 2009 and early 2010. On May 24, 2010, three members of the existing PRP group, Hobart Corporation, Kelsey-Hayes Company and NCR Corporation, filed a civil complaint in the United States District Court for the Southern District of Ohio (the “District Court”) against DP&L and numerous other defendants alleging that DP&L and the other defendants contributed to the contamination at the landfill site and seeking reimbursement of the PRP group’s costs associated with the investigation and remediation of the site. On February 10, 2011, the District Court Judge dismissed claims against DP&L that related to allegations that chemicals used by DP&L at its service center contributed to the landfill site’s contamination. The District Court Judge, however, did not dismiss claims alleging financial responsibility for remediation costs based on hazardous substances from DP&L that were allegedly delivered by truck directly to the landfill. Discovery, including depositions of past and present DP&L employees, was conducted in 2012. On February 8, 2013, the District Court Judge granted DP&L’s motion for summary judgment on statute of limitations grounds with respect to claims seeking a contribution toward the costs that are expected to be incurred by the PRP group in performing an RI/FS under the August 15, 2006 ASAOC. That summary judgment ruling was appealed on March 4, 2013, and on July 14, 2014, a three-judge panel of the U.S. Court of Appeals for the 6th Circuit affirmed the lower Court’s ruling and subsequently denied a request by the PRP group for rehearing. On November 14, 2014, the PRP group appealed the decision to the U.S. Supreme Court, but the writ of certiorari was denied by the Court on January 20, 2015. On April 5, 2013, the PRP group entered into a second ASAOC (the "2013 ASAOC") relating primarily to vapor intrusion from under some of the buildings at the landfill site. On April 13, 2013, as amended July 30, 2013, the PRP group filed another civil complaint against DP&L and numerous other defendants alleging that each defendant contributed to the contamination of the site by delivering hazardous waste to the site or by releasing hazardous waste on other sites that migrated to the landfill site. On February 18, 2014, after considering various motions and alternative grounds to dismiss, the District Court Judge dismissed some of the alleged grounds for relief that the PRP group had made, but ruled in the PRP group’s favor with respect to motions to dismiss the case in its entirety finding, among other things, that the 2013 ASAOC involved a different scope of work and thus the contributions sought were not seeking the same remedy that had been dismissed in the first civil suit. Appeals of this ruling are pending before the 6th Circuit Court of Appeals. On January 14, 2015, the PRP group served DP&L and other defendants a request for production of documents related to any waste management or waste disposal surveys. Information responsive to this request was provided on February 17, 2015. In addition, on January 16, 2015, the USEPA issued a Special Notice Letter and Section 104(e) Information Request to DP&L and other defendants, requesting historical information related to waste management practices that may be relevant to the site. DP&L responded to this request on March 27, 2015. In June 2015, DP&L was again requested to grant access to the DP&L service building property for the purpose of collecting groundwater samples from selected monitoring wells. DP&L granted access and groundwater sampling took place in June 2015. As a result of an August 11, 2015 meeting among the parties, the parties have agreed to stay the case in order to explore the possibility of a negotiated resolution of some or all of the issues.  DP&L is unable to predict the outcome of these actions by the plaintiffs and USEPA. Additionally, the District Court’s 2013 ruling and the Court of Appeals’ affirmation of that ruling in 2014 does not address future litigation that may arise with respect to actual remediation costs. While DP&L is unable to predict the outcome of these and any future matters, if DP&L were required to contribute to the clean-up of the site, it could have a material adverse effect on its business, financial condition or results of operations.

Regulation of Ash Ponds

There has been increasing advocacy to regulate coal combustion residuals (CCR). On June 21, 2010, the USEPA published a proposed rule seeking comments on two options under consideration for the regulation of coal combustion byproducts including regulating the material as a hazardous waste under RCRA Subtitle C or as a solid waste under RCRA Subtitle D. The USEPA released its final rule in December 2014, designating coal combustion residuals that are not beneficially reused as non-hazardous solid waste under RCRA Subtitle D. The rule was published in the Federal Register in April 2015 and became effective October 19, 2015, and applies new detailed management practices to new and existing landfills and surface impoundments, including lateral expansions of such units. Based on our review of the rule, we have adjusted our AROs related to ash ponds (see Note 8), but we

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are currently unable to determine the full impact of the rule as it is contingent upon future activities required by the regulation.

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Item 2 – Management's Discussion and Analysis of Financial Condition and Results of Operations

This report includes the combined filing of DPL and DP&L.On November 28, 2011, DPL became a wholly owned subsidiary of AES, a global power company. Throughout this report, the terms “we,” “us,” “our” and “ours” are used to refer to both DPL and DP&L, respectively and altogether, unless the context indicates otherwise. Discussions or areas of this report that apply only to DPL or DP&L will clearly be noted in the section.

The following discussion contains forward-looking statements and should be read in conjunction with the accompanying Condensed Consolidated Financial Statements and related footnotes of DPL and the Condensed Financial Statements and related footnotes of DP&L included in Part I – Financial Information, the risk factors in Item 1A to Part I of our Form 10-K for the fiscal year ending December 31, 2014 and in Item 1A to Part II of this Quarterly Report on Form 10-Q, and our “Forward-Looking Statements” section of this Form 10-Q. For a list of certain abbreviations or acronyms in this discussion, see the Glossary at the beginning of this Form 10-Q.

REGULATORY ENVIRONMENT

DPL’s, DP&L’s and our subsidiaries’ facilities and operations are subject to a wide range of environmental regulations and laws by federal, state and local authorities. As well as imposing continuing compliance obligations, these laws and regulations authorize the imposition of substantial penalties for noncompliance, including fines, injunctive relief and other sanctions. In the normal course of business, we have investigatory and remedial activities underway at these facilities in an effort to comply, or to determine compliance, with such regulations. We record liabilities for losses that are probable of occurring and can be reasonably estimated. See Note 10 of Notes to DPL’s Condensed Consolidated Financial Statements and Note 11 of Notes to DP&L’s Condensed Financial Statements.

On October 30, 2015 DP&L publicly announced its intent to file an application to increase its distribution rates at the Public Utilities Commission of Ohio on November 30, 2015. DP&L plans to use a 12-month test year of June 1, 2015 to May 31, 2016 to measure revenue and expenses and a date certain of September 30, 2015 to measure its asset base.

COMPETITION AND PJM PRICING

Capacity Auction Price

The PJM capacity base residual auction for the 2017/18 period cleared at a per megawatt price of $120/day for our RTO area. The per megawatt prices for the periods 2016/17, 2015/16 and 2014/15 were $59/day, $136/day and $126/day, respectively, based on previous auctions. As discussed below, a new Capacity Performance ("CP") program has been approved by the FERC, which will phase out RPM as of the 2018/19 period. During the phase-out period, the RPM auction results were modified based on transitional auctions that were conducted in the third quarter of 2015. We cannot predict the outcome of future auctions but based on actual results attained, we estimate that a hypothetical increase or decrease of $10/day in the capacity auction price would result in an annual impact to net income of approximately $7.0 million and $5.7 million for DPL and DP&L, respectively. These estimates do not, however, take into consideration the other factors that may affect the impact of capacity revenues and costs on net income such as our generation capacity, the levels of wholesale revenues and our retail customer load. These estimates are discussed further within Commodity Pricing Risk under the Market Risk section of this Management Discussion & Analysis.

On June 9, 2015, the FERC approved a proposal made by PJM to implement a new CP program. The FERC’s conditions on approval include requiring PJM to make additional filings to change certain energy market rules to coordinate better with the new CP program and to make annual filings on the CP performance hours used in its calculations. The FERC’s order approved transitional mechanisms under which the results of the auctions under the RPM program for the 2016/17 and 2017/18 periods would be modified based on transitional CP auctions that were held in the third quarter of 2015. The first full CP auction was also held in the third quarter of 2015 for the 2018/19 period.

The PJM CP base residual auction for the 2018/19 period cleared at a per megawatt price of $165/day for our RTO area. PJM also conducted CP transition auctions for the 2016/17 and 2017/18 periods to give market participants the option to upgrade to the new CP product. The CP transition auction for the 2016/17 period cleared at a per megawatt price of $134/day and the auction for the 2017/18 period cleared at a per megawatt price of $152/day.

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As approved, the CP program offers the potential for higher capacity revenues, combined with substantially increased penalties for non-performance or under-performance during certain periods identified as “capacity performance hours.” This linkage between non- or under-performance during certain specific hours means that a generation unit that is generally performing well on an annual basis, may incur substantial penalties if it happens to be unavailable for service during some capacity performance hours. Similarly, a generation unit that is generally performing poorly on an annual basis may avoid such penalties if its outages happen to occur only during hours that are not capacity performance hours. An annual “stop-loss” provision exists that limits the size of penalties to 150% of the net Cost of New Entry, which is a value computed by PJM. This level is likely to be larger than the capacity price established under the CP program, so that the potential exists that participation in the CP program could result in capacity penalties that exceed capacity revenues.

At present, DP&L is unable to project whether the CP program will be beneficial or negative to DP&L’s operations, but the results could be material to DP&L’s operations.

Ohio Competitive Considerations and Proceedings

Since January 2001, DP&L’s electric customers have been permitted to choose their retail electric generation supplier. DP&L continues to have the exclusive right to provide delivery service in its state certified territory and the obligation to provide retail generation service to customers that do not choose an alternative supplier; however, the supply of electricity for DP&L’s SSO customers is partially sourced through a competitive bid auction in 2014 and 2015, with 100% sourced through competitive bid starting January 2016. The PUCO maintains jurisdiction over DP&L’s delivery of electricity, SSO and other retail electric services.

The following tables provide a summary of the number of electric customers and volumes supplied by DPLER and non-affiliated CRES providers in our service territory during the three and nine months ended September 30, 2015 and 2014:

	Three months ended		Three months ended
	September 30, 2015		September 30, 2014
	Electric Customers (a)	Sales (in millions of kWh)	Electric Customers (a)	Sales (in millions of kWh)
Supplied by DPLER (b)	112,726	991	134,703	1,366
Supplied by non-affiliated CRES providers	124,625	1,656	102,337	1,181
Total in DP&L's service territory	237,351	2,647	237,040	2,547
Distribution customers/sales by DP&L in our service territory (c)	515,372	3,646	514,371	3,498

(a) Customers at the end of each period.    

(b) DPLER’s customer mix has shifted from high-volume industrial consumers to lower volume residential consumers.

(c) The volumes supplied by DPLER represent approximately 27% and 39% of DP&L’s total distribution volumes during the three months ended September 30, 2015 and 2014, respectively. We cannot determine the extent to which customer switching to CRES providers will occur in the future and the effect this will have on our operations, but any additional switching could have a significant adverse effect on our future results of operations, financial condition and cash flows.

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	Nine months ended		Nine months ended
	September 30, 2015		September 30, 2014
	Electric Customers (a)	Sales (in millions of kWh)	Electric Customers (a)	Sales (in millions of kWh)
Supplied by DPLER (b)	112,726	3,094	134,703	4,366
Supplied by non-affiliated CRES providers	124,625	4,525	102,337	3,183
Total in DP&L's service territory	237,351	7,619	237,040	7,549
Distribution customers/sales by DP&L in our service territory (c)	515,372	10,659	514,371	10,588

(a) Customers at the end of each period.    

(b) DPLER’s customer mix has shifted from high-volume industrial consumers to lower volume residential consumers.

(c) The volumes supplied by DPLER represent approximately 29% and 41% of DP&L’s total distribution volumes during the nine months ended September 30, 2015 and 2014, respectively. We cannot determine the extent to which customer switching to CRES providers will occur in the future and the effect this will have on our operations, but any additional switching could have a significant adverse effect on our future results of operations, financial condition and cash flows.

DPLER, an affiliated company and one of the registered CRES providers, markets competitive transmission and generation services to DP&L customers.

FUEL AND RELATED COSTS

Fuel and Commodity Prices

The coal market is a global market in which domestic prices are affected by international supply disruptions and demand balance. In addition, domestic issues like government-imposed direct costs and permitting issues affect mining costs and supply availability. Our approach is to hedge the fuel costs for our anticipated electric sales. For the year ending December 31, 2015, we have substantially all our coal requirements under contract to meet our committed sales. We may not be able to hedge the entire exposure of our operations from commodity price volatility. If our suppliers do not meet their contractual commitments or we are not hedged against price volatility and we are unable to recover costs through the fuel and purchased power recovery rider, our results of operations, financial condition or cash flows could be materially affected.

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RESULTS OF OPERATIONS – DPL

DPL’s results of operations include the results of its subsidiaries, including the consolidated results of its principal subsidiary DP&L. All material intercompany accounts and transactions have been eliminated in consolidation. A separate specific discussion of the results of operations for DP&L is presented elsewhere in this report.

Income Statement Highlights – DPL

	Three months ended September 30,						Nine months ended September 30,
$ in millions	2015			2014			2015			2014
Revenues:
Retail	$	279.7		$	351.9		$	878.5		$	1,044.9
Wholesale	76.2			65.1			226.7			144.8
RTO revenues	18.3			18.5			53.8			64.0
RTO capacity revenues	37.3			41.2			114.3			68.5
Other revenues	2.6			2.6			8.3			8.3
Other mark-to-market losses	—			(0.1		)	(0.1		)	(0.9		)
Total revenues	414.1			479.2			1,281.5			1,329.6
Cost of revenues:
Fuel costs	72.1			85.3			203.2			236.1
Gains from the sale of coal	(0.5		)	(0.3		)	(0.7		)	(0.4		)
Mark-to-market losses / (gains)	(0.2		)	0.1			(0.3		)	0.2
Total fuel	71.4			85.1			202.2			235.9
Purchased power	82.4			76.2			281.9			264.8
RTO charges	24.4			37.6			79.5			125.7
RTO capacity charges	35.5			37.9			94.2			68.5
Mark-to-market losses	3.1			2.0			4.6			7.2
Total purchased power	145.4			153.7			460.2			466.2
Amortization of intangibles	—			0.3			—			0.9
Total cost of revenues	216.8			239.1			662.4			703.0
Gross margin (a)	$	197.3		$	240.1		$	619.1		$	626.6
Gross margin as a percentage of revenues	48		%	50		%	48		%	47		%
Operating income / (loss)	$	40.3		$	90.5		$	166.0		$	9.3

(a) For purposes of discussing operating results, we present and discuss gross margins. This format is useful to investors because it allows analysis and comparability of operating trends and includes the same information that is used by management to make decisions regarding our financial performance.

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DPL – Revenues

Retail customers, especially residential and commercial customers, consume more electricity during warmer and colder weather than they do during mild temperatures. Therefore,our retail sales volume is impacted by the number of heating and cooling degree days occurring during a year. Cooling degree days typically have a more significant impact than heating degree days since some residential customers do not use electricity to heat their homes.

	Three Months Ended September 30,		Nine months ended September 30,
	2015	2014	2015	2014
Heating degree days (a)	35	81	3,707	3,902
Cooling degree days (a)	637	576	1,048	968

(a) Heating and cooling degree days are a measure of the relative heating or cooling required for a home or business. The heating degrees in a day are calculated as the difference of the average actual daily temperature below 65 degrees Fahrenheit. For example, if the average temperature on March 20th was 40 degrees Fahrenheit, the heating degrees for that day would be the 25 degree difference between 65 degrees and 40 degrees. In a similar manner, cooling degrees in a day are the difference of the average actual daily temperature in excess of 65 degrees Fahrenheit.

Sincewe plan to utilize our internal generating capacity to supply our retail customers’ needs first, increases in retail demand may decrease the volume of internal generation available to be sold in the wholesale market and vice versa. The wholesale market covers a multi-state area and settles on an hourly basis throughout the year. Factors impacting our wholesale sales volume each hour of the year include: wholesale market prices; our retail demand; retail demand elsewhere throughout the entire wholesale market area; availability of our plants and non-affiliated utility plants to sell into the wholesale market; and weather conditions across the multi-state region. Our plan is to make wholesale sales when market prices allow for the economic operation of our generation facilities not being utilized to meet our retail demand or when margin opportunities exist between the wholesale sales and power purchase prices.

The following table provides a summary of changes in revenues from the prior period:

	Three months ended			Nine months ended
	September 30,			September 30,
$ in millions	2015 v 2014			2015 v 2014
Retail
Rate	$	(18.6	)	$	(5.3	)
Volume	(53.1		)	(154.3		)
Other miscellaneous	(0.5		)	(6.8		)
Total retail change	(72.2		)	(166.4		)
Wholesale
Rate	0.4			24.0
Volume	10.7			57.9
Total wholesale change	11.1			81.9
RTO capacity & other
RTO capacity and other revenues	(4.1		)	35.6
Other
Unrealized MTM	0.1			0.8
Total other revenue	0.1			0.8
Total revenues change	$	(65.1	)	$	(48.1	)

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During the three months ended September 30, 2015, Revenues decreased $65.1 million to $414.1 million from $479.2 million in the same period of the prior year. This decrease was primarily the result of the sale of MC Squared on April 1, 2015, as well as lower retail revenue at DPLER due to the impact of customer switching. These decreases were partially offset by increased wholesale sales. The changes in the components of revenue are discussed below:

• Retail revenues decreased $72.2 million primarily due to the sale of MC Squared on April 1, 2015, which had sales of $35.8 million in the three months ended September 30, 2014. In addition, volumes decreased due to a loss of DPLER customers both within and outside of DP&L’s service territory. DP&L continues to provide distribution service to all customers within its service territory. Also contributing to the decrease is lower retail revenue for DP&L's SSO customers as the competitive auction rate, which represents 60% of our SSO load in 2015 compared to 10% in 2014, is lower than our non-auction generation rate and higher cost recoveries at DP&L in the prior year. These decreases were partially offset by an increase in retail sales volume due to weather as cooling degree days were 11% higher.

• Wholesale revenues increased $11.1 million, due to a $10.7 million volume increase, as 60% of DP&L's SSO load is now being served through the competitive bid process compared to 10% during 2014, allowing excess generation to be sold in the wholesale market. This was partially offset by net generation being lower by 17% due to the 2014 sale of East Bend, the closing of Beckjord and the impact of unplanned outages.

• RTO capacity and other revenues, consisting primarily of compensation for use of DP&L’s transmission assets, regulation services, reactive supply and operating reserves, and capacity payments under the RPM construct, decreased $4.1 million. This decrease was primarily the result of a $3.8 million decrease in revenues from the PJM capacity auction. Although the per megawatt capacity prices that became effective in June 2015 were $136/day, compared to $126/day in June 2014, the decrease is a result of the 2014 sale of East Bend and the closing of Beckjord, as well as lower commercial availability due to unplanned outages as noted above, which caused the overall capacity to be less.

During the nine months ended September 30, 2015, Revenues decreased $48.1 million to $1,281.5 million from $1,329.6 million in the same period of the prior year. This decrease was primarily the result of decreased retail revenues partially offset by increased wholesale and RTO capacity revenues. The changes in the components of revenue are discussed below:

• Retail revenues decreased $166.4 million primarily due to the sale of MC Squared on April 1, 2015. MC Squared had sales of $64.6 million during the period after April 1, 2014 through September 30, 2014. In addition, volumes decreased driven by a loss of DPLER customers both within and outside of DP&L’s service territory. DP&L continues to provide distribution service to all customers within its service territory. Also contributing to the decrease is a 5% decrease in heating degree days compared to the same period in 2014, lower retail revenue for SSO customers as the competitive auction rate, which represents 60% of our SSO load in 2015 compared to 10% in 2014, is lower than our non-auction generation rate and higher cost recoveries at DP&L in the prior year.

• Wholesale revenues increased $81.9 milliondue to a $57.9 million increase in volume and a favorable price variance of $24.0 million. The increase in volume is primarily driven by 60% of DP&L's SSO load being served through the competitive bid process compared to 10% during 2014, allowing excess generation to be sold in the wholesale market. This was partially offset by a 15% decrease in net generation from DP&L’s co-owned and operated plants primarily due to the 2014 sale of East Bend, the closing of Beckjord, as well as increased unplanned outages. The year over year price increase is a result of the impact of realized derivative losses in 2014 largely due to extreme weather during January of 2014.

• RTO capacity and other revenues, consisting primarily of compensation for use of DP&L’s transmission assets, regulation services, reactive supply and operating reserves, and capacity payments under the RPM construct, increased $35.6 million. This increase was primarily the result of a $45.8 million increase in revenues realized from the PJM capacity auction The per megawatt capacity prices that became effective in June 2015 were $136/day, compared to $126/day in June 2014 and $28/day in June 2013. This increase was offset by a $10.1 million decrease in RTO transmission and congestion revenue, as 2014 congestion revenue charges were higher due to extreme weather.

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DPL – Cost of Revenues

During the three months ended September 30, 2015, Cost of Revenues decreased $22.3 million, or 9%, compared to the same period in the prior year:

• Net fuel costs, which include coal, gas, oil and emission allowance costs, decreased $13.7 million, or 16%, primarily due to a 17% decrease in internal generation at our plants, partially offset by a 2% increase in average fuel cost per MWh.

• Net purchased power decreased $8.3 million, or 5%, primarily due to decreased other RTO charges of $13.2 million as a result of higher transmission and congestion charges incurred in 2014. In addition, RTO capacity charges decreased $2.4 million driven by our decreased load obligations for retail customers in 2015, partially offset by a $7.3 million PJM penalty accrual associated with low plant availability in 2015 and higher RTO capacity prices, as noted above. RTO charges are incurred as a member of PJM and include costs associated with our load obligations for retail customers. These RTO-related decreases were partially offset by a $6.2 million increase in purchased power due to a $10.7 million increase in price, partially offset by a $4.5 million decrease in volume attributable to decreased power purchased to sell to DPLER, as a result of the sale of MC Squared and decreased customers in 2015 compared to the same period in 2014, partially offset by volume increases driven by increased power purchased to source our SSO load through the competitive bid process. We purchase power for our SSO load sourced through the competitive bid process and to satisfy retail sales volume when generating facilities are not available due to planned and unplanned outages, when market prices are below the marginal costs associated with our generating facilities, or to meet high customer demand.

For the nine months ended September 30, 2015, Cost of Revenues decreased $40.6 million, or 6%, compared to the same period in the prior year:

• Net fuel costs, which include coal, gas, oil and emission allowance costs, decreased $33.7 million, or 14%, primarily due to a 15% decrease in internal generation at our plants partially offset by a 2% increase in average fuel cost per MWh.

• Net purchased power decreased $6.0 million, or 1%, due to a $46.2 million decrease in other RTO charges and a $2.6 million decrease in net MTM losses. These decreases were partially offset by a $17.1 million increase in purchased power, due to an $18.8 million price increase, partially offset by a $1.7 million volume decrease attributable to decreased power purchased to sell to DPLER, as a result of the sale of MC Squared and decreased customers in 2015 compared to the same period in 2014, partially offset by volume increases driven by increased power purchased to source our SSO load through the competitive bid process. In addition, there were increased RTO capacity charges of $25.7 million driven by a $7.3 million PJM penalty associated with low plant availability in 2015 and higher RTO capacity prices, partially offset by a decreased load obligations for retail customers in 2015. As noted above, RTO capacity prices are set by an annual auction. RTO charges are incurred as a member of PJM and include costs associated with our load obligations for retail customers. We purchase power for our SSO load sourced through the competitive bid process and to satisfy retail sales volume when generating facilities are not available due to planned and unplanned outages, when market prices are below the marginal costs associated with our generating facilities, or to meet high customer demand.

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DPL – Operation and Maintenance

The following table provides a summary of changes in operation and maintenance expense from the prior year periods:

	Three months ended			Nine months ended
	September 30,			September 30,
$ in millions	2015 v 2014			2015 v 2014
Low-income payment program (a)	$	(4.4	)	$	(14.9	)
Competitive retail operations	(1.2		)	(7.7		)
Alternative energy and energy efficiency programs (a)	3.5			0.5
Retirement benefits	0.3			(2.1		)
Maintenance of overhead transmission and distribution lines	2.4			(2.9		)
Deferred storm costs (a)	4.4			13.1
Other, net	2.4			0.8
Total change in operation and maintenance expense	$	7.4		$	(13.2	)

(a) There is a corresponding offset in Revenues associated with these programs.

During the three months ended September 30, 2015, Operation and maintenance expense increased $7.4 million, compared to the same period in the prior year. This variance was primarily the result of:

• increased expenses for the alternative energy and energy efficiency programs,

• increased costs associated with our retirement benefit plans,

• increased maintenance of overhead transmission and distribution lines primarily due to storms in the third quarter of 2015, and

• increased storm costs, which were previously deferred but are now being recognized as they are recovered through customer rates.

These decreases were partially offset by:

• decreased expenses for the low-income payment program which is funded by the USF revenue rate rider, and

• decreased marketing, customer maintenance and labor costs associated with the competitive retail business.

During the nine months ended September 30, 2015, Operation and maintenance expense decreased $13.2 million, compared to the same period in the prior year. This variance was primarily the result of:

• decreased expenses for the low-income payment program which is funded by the USF revenue rate rider,

• decreased marketing, customer maintenance and labor costs associated with the competitive retail business,

• decreased costs associated with our retirement benefit plans, and

• decreased maintenance of overhead transmission and distribution lines primarily due to storms in the first quarter of 2014.

These decreases were partially offset by:

• increased expenses for the alternative energy and energy efficiency programs, and

• increased storm costs, which were previously deferred but are now being recognized as they are recovered through customer rates.

• increased expenses for the alternative energy and energy efficiency programs.

DPL – Depreciation and Amortization

For the three months ended September 30, 2015, Depreciation and amortization expense did not change significantly from the same period in the prior year. Depreciation expense decreased due to the sale of the East Bend Plant and the retirement of the Beckjord Plant; this decrease was offset by increased depreciation associated with increased ARO assets and net plant additions.

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For the nine months ended September 30, 2015, Depreciation and amortization expense did not change significantly from the same period in the prior year. Depreciation expense decreased due to the sale of the East Bend Plant and the retirement of the Beckjord Plant; this decrease was offset by increased depreciation associated with increased ARO assets and net plant additions.

DPL – General Taxes

For the three months ended September 30, 2015, General taxes did not change significantly from the same period in the prior year.

For the nine months ended September 30, 2015, General taxes decreased $2.5 million compared to the same period in the prior year. The decrease was primarily due to a 2014 adjustment to the 2013 estimated property tax liability to adjust estimates to actual payments made in 2014 partially offset by higher property tax accruals for 2015 compared to 2014.

DPL – Interest Expense

Interest expense during the three months ended September 30, 2015decreased $4.2 million compared to the same period in the prior year. This was primarily driven by debt prepayments and the refinancing of certain debt.

Interest expense during the nine months ended September 30, 2015decreased $5.5 million compared to the same period in the prior year. This was primarily driven by debt prepayments and the refinancing of certain debt, partially offset by an increase related to the recovery of previously deferred carrying costs on regulatory assets of $1.3 million.

DPL – Income Tax Expense

For the three and nine months ended September 30, 2015, Income tax expense increased $41.3 million and decreased $16.2 million, respectively, compared to the same periods in the prior year, primarily due to the application of an estimated annual Effective Tax Rate (ETR) approach in accordance with ASC 740-270, Interim Reporting. The ETR for 2015 is estimated to be 30.8% as compared to the estimated ETR applied to the prior year period of (42.3)%. The primary factor impacting the 2014 ETR was the non-deductible goodwill impairment recorded in the first quarter of 2014. There were several adjustments recorded in 2015 that also contributed to the overall decrease in tax expense in the nine month period, the most significant of which were the tax effects due to the sale of MC Squared of $5.6 million and an anticipated refund of $2.2 million from the IRS for the filing of an amended 2011 predecessor tax return for the inclusion of the domestic manufacturing deduction.

RESULTS OF OPERATIONS BY SEGMENT – DPL

DPL’s two segments are the Utility segment, comprised of its DP&L subsidiary, and the Competitive Retail segment, comprised of its competitive retail electric service subsidiaries. These segments are discussed further below:

Utility Segment

The Utility segment is comprised of DP&L’s electric generation, transmission and distribution businesses which generate and distribute electricity to residential, commercial, industrial and governmental customers. DP&L generates electricity at five coal-fired power plants and distributes electricity to more than 515,000 retail customers who are located in a 6,000 square mile area of west central Ohio. During 2015, DP&L is required to source 60% of the generation for its SSO customers through a competitive bid process, followed by 100% beginning in 2016. By PUCO order, DP&L is required to divest its generation assets by January 1, 2017. DP&L also sells electricity to DPLER and any excess energy and capacity is sold into the wholesale market. DP&L’s transmission and distribution businesses are subject to rate regulation by federal and state regulators while rates for its generation business are deemed competitive under Ohio law.

Competitive Retail Segment

The Competitive Retail segment was comprised of the DPLER and MC Squared competitive retail electric service businesses which sell retail electric energy under contract to residential, commercial, industrial and governmental customers who have selected DPLER or MC Squared as their alternative electric supplier. On April 1, 2015, DPLER closed on the sale of MC Squared. MC Squared, a Chicago-based retail electricity supplier, served more than 116,000 customers in Northern Illinois while it was owned by DPLER. As of September 30, 2015, the Competitive Retail segment sold electricity to approximately 128,000 customers currently located throughout Ohio. The Competitive Retail segment’s electric energy used to meet its sales obligations was purchased from DP&L.

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DP&L sells power to DPLER and sold power to MC Squared under wholesale agreements. Under these agreements, intercompany sales from DP&L to DPLER (and previously to MC Squared) are based on fixed-price contracts for each DPLER contract. The price approximates market prices for wholesale power at the inception of each customer’s contract. The operations of the Competitive Retail segment are not subject to cost-of-service rate regulation by federal or state regulators.

Other

Included within Other are businesses that do not meet the GAAP requirements for separate disclosure as reportable segments as well as certain corporate costs, which include amortization of intangibles recognized in conjunction with the Merger and interest expense on DPL’s debt.

Management primarily evaluates segment performance based on gross margin.

See Note 11 of Notes to DPL’s Condensed Consolidated Financial Statements for further discussion of DPL’s reportable segments.

The following tables presents DPL’s gross margin by business segment:

	Three months ended
	September 30,						Increase /
	2015			2014			(Decrease)
Utility	$	177.7		$	218.0		$	(40.3	)
Competitive Retail	10.4			12.6			(2.2		)
Other	10.0			10.3			(0.3		)
Adjustments and eliminations	(0.8		)	(0.8		)	—
Total consolidated	$	197.3		$	240.1		$	(42.8	)

	Nine months ended
	September 30,						Increase /
	2015			2014			(Decrease)
Utility	$	561.4		$	567.8		$	(6.4	)
Competitive Retail	27.5			34.9			(7.4		)
Other	32.7			26.4			6.3
Adjustments and eliminations	(2.5		)	(2.5		)	—
Total consolidated	$	619.1		$	626.6		$	(7.5	)

The financial condition, results of operations and cash flows of the Utility segment are identical in all material respects, and for both periods presented, to those of DP&L which are included in this Form 10-Q. We do not believe that additional discussions of the financial condition and results of operations of the Utility segment would enhance an understanding of this business since these discussions are already included under the DP&L discussions following.

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Income Statement Highlights – Competitive Retail Segment

	Three months ended				Nine months ended
	September 30,				September 30,
$ in millions	2015		2014		2015			2014
Revenues:
Retail	$	77.0	$	140.7	$	273.6		$	414.9
RTO and other	—		0.6		0.9			—
Total revenues	77.0		141.3		274.5			414.9
Cost of revenues:
Purchased power	66.6		128.7		247.0			380.0
Gross margin(a)	10.4		12.6		27.5			34.9
Operation and maintenance expense	6.0		7.2		18.3			26.0
Other expense / (income)	0.2		0.9		0.9			2.6
Total expenses	6.2		8.1		19.2			28.6
Earnings before income tax	4.2		4.5		8.3			6.3
Income tax expense / (benefit)	1.6		1.5		(2.6		)	2.1
Net income	$	2.6	$	3.0	$	10.9		$	4.2
Gross margin as a percentage of revenues	14%		9%		10%			8%

(a) For purposes of discussing operating results, we present and discuss gross margins. This format is useful to investors because it allows analysis and comparability of operating trends and includes the same information used by management to make decisions regarding our financial performance.

Competitive Retail Segment – Revenue

For the three months ended September 30, 2015, the segment’s retail revenues decreased $64.3 million, or 46%, compared to the same period in the prior year, primarily due to the sale of MC Squared on April 1, 2015, which had sales of $35.8 million in the three months ended September 30, 2014, as well as decreased customer contract renewals in Ohio markets. The Competitive Retail segment sold approximately 1,391 million kWh of power to approximately 128,000 customers for the three months ended September 30, 2015 compared to approximately 2,498 million kWh (which included 571 million kWh for MC Squared) of power to more than 274,000 customers (which included approximately 117,000 MC Squared customers) during the same period of the prior year.

For the nine months ended September 30, 2015, the segment’s retail revenues decreased $140.4 million, or 34%, compared to the same period in the prior year, primarily due to decreased customer contract renewals in Ohio and the sale of MC Squared on April 1, 2015, which had sales of $64.5 million in the six months ended September 30, 2014. In addition there were weather related volume decreases. The Competitive Retail segment sold approximately 4,762 million kWh (which included 500 million kWh for MC Squared) of power to approximately 128,000 customers for the nine months ended September 30, 2015 compared to approximately 7,614 million kWh (which included 1,728 million kWh for MC Squared) of power to more than 274,000 customers (which included approximately 117,000 MC Squared customers) customers during the same period of the prior year.

Competitive Retail Segment – Purchased Power

For the three months ended September 30, 2015, the segment’s purchased power decreased $62.1 million, or 48%, compared to the same period in the prior year primarily due to the sale of MC Squared and a loss of DPLER customers both within and outside of DP&L’s service territory. The Competitive Retail segment’s electric energy used to meet its sales obligations was purchased from DP&L.

For the nine months ended September 30, 2015, the segment’s purchased power decreased $133.0 million, or 35%, compared to the same period in the prior year primarily due to the sale of MC Squared.

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Competitive Retail Segment – Operation and Maintenance

For both the three and nine months ended September 30, 2015, DPLER’s operation and maintenance expenses decreased compared to the same period in the prior year, primarily due to decreased marketing and sales expense, as well as the sale of MC Squared.

Competitive Retail Segment – Income Tax Expense

For the three months ended sep, the segment's income tax expense did not change significantly from the same period in the prior year.

For the nine months ended September 30, 2015, the segment’s income tax expense decreased $4.7 million compared to the same period in the prior year primarily due to the discrete adjustment for the sale of MC Squared in the amount of $5.6 million. This decrease is partially offset by an increase to expense due to higher pre-tax income.

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RESULTS OF OPERATIONS – DP&L

Income Statement Highlights – DP&L

	Three months ended September 30,						Nine months ended September 30,
$ in millions	2015			2014			2015			2014
Revenues:
Retail	$	203.6		$	212.2		$	607.5		$	632.5
Wholesale	138.9			191.0			451.4			502.8
RTO revenues	16.4			17.8			50.3			60.1
RTO capacity revenues	30.3			34.1			93.4			56.8
Other mark-to-market gains	—			(0.2		)	—			0.3
Total revenues	389.2			454.9			1,202.6			1,252.5
Cost of revenues:
Fuel costs	69.7			84.7			189.9			227.6
Gains from the sale of coal	(0.5		)	(0.3		)	(0.7		)	(0.4		)
Mark-to-market losses / (gains)	(0.2		)	0.1			(0.3		)	0.2
Total fuel	69.0			84.5			188.9			227.4
Purchased power	82.1			75.3			280.5			260.2
RTO charges	24.0			37.5			75.8			122.0
RTO capacity charges	33.4			37.4			91.4			67.9
Mark-to-market losses	3.0			2.2			4.6			7.2
Total purchased power	142.5			152.4			452.3			457.3
Total cost of revenues	211.5			236.9			641.2			684.7
Gross margin (a)	$	177.7		$	218.0		$	561.4		$	567.8
Gross margin as a percentage of revenues	46		%	48		%	47		%	45		%
Operating Income	$	28.5		$	75.5		$	130.9		$	126.6

(a) For purposes of discussing operating results, we present and discuss gross margins. This format is useful to investors because it allows analysis and comparability of operating trends and includes the same information used by management to make decisions regarding our financial performance.

DP&L – Revenues

Retail customers, especially residential and commercial customers, consume more electricity on warmer and colder days. Therefore, DP&L’s retail sales volume is impacted by the number of heating and cooling degree days occurring during a year. Since DP&L plans to utilize its internal generating capacity to supply its retail customers’ needs first, increases in retail demand will decrease the volume of internal generation available to be sold in the wholesale market and vice versa.

The wholesale market covers a multi-state area and settles on an hourly basis throughout the year. Factors impacting DP&L’s wholesale sales volume each hour throughout the year include: wholesale market prices, DP&L’s retail demand and retail demand elsewhere throughout the entire wholesale market area, DP&L and non-DP&L plants’ availability to sell into the wholesale market and weather conditions across the multi-state region. DP&L’s plan is to make wholesale sales when market prices allow for the economic operation of its generation facilities that are not being utilized to meet its retail demand.

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The following table provides a summary of changes in revenues from the prior period:

	Three months ended			Nine months ended
	September 30,			September 30,
$ in millions	2015 v 2014			2015 v 2014
Retail
Rate	$	(17.3	)	$	(18.4	)
Volume	9.1			1.0
Other miscellaneous	(0.4		)	(7.6		)
Total retail change	(8.6		)	(25.0		)
Wholesale
Rate	(12.6		)	15.4
Volume	(39.5		)	(66.8		)
Total wholesale change	(52.1		)	(51.4		)
RTO capacity & other
RTO capacity and other revenues	(5.0		)	26.5
Total revenues change	$	(65.7	)	$	(49.9	)

For the three months ended September 30, 2015, Revenues decreased $65.7 million to $389.2 million from $454.9 million in the same period in the prior year. The changes in the components of revenue are discussed below:

• Retail revenues decreased $8.6 million as a result of a price decrease of $17.3 million due to higher recovery of transmission costs in the prior year and a decrease in the 2015 USF program recovery rate combined with lower retail revenue for SSO customers as the competitive auction rate, which represents 60% of our SSO load in 2015 compared to 10% in 2014, is lower than our non-auction generation rate. These decreases were partially offset by a price increase driven by recovery of deferred storm costs in 2015. The overall price decrease was partially offset by a volume increase of $9.1 million driven by weather.

• Wholesale revenues decreased $52.1 million, $39.5 million primarily due to a decrease in volume driven by decreased intercompany sales to DPLER, as a result of the sale of MC Squared and decreased customers in 2015 compared to the same period in 2014 and an 18% decrease in net generation from DP&L’s co-owned and operated plants due to the 2014 sale of East Bend, the closing of Beckjord and increased unplanned outages. These decreases were partially offset by increased sales resulting from 60% of SSO load being served through the competitive bid process compared to 10% during 2014 allowing excess generation to be sold in the wholesale market. In addition, there was a $12.6 million decrease due to price.

• RTO capacity and other revenues, consisting primarily of compensation for use of DP&L’s transmission assets, regulation services, reactive supply and operating reserves, and capacity payments under the RPM construct, decreased $5.0 million. This decrease was primarily the result of a $3.8 million decrease in revenues from the PJM capacity auction due to lower overall capacity as a result of the 2014 sale of East Bend and the closing of Beckjord, as well as lower commercial availability due to unplanned outages as noted above. This was partially offset by increased capacity prices as the per megawatt capacity prices that became effective in June 2015 were $136/day, compared to $126/day in June 2014.

For the nine months ended September 30, 2015, Revenues decreased $49.9 million to $1,202.6 million from $1,252.5 million in the same period in the prior year. The changes in the components of revenue are discussed below:

• Retail revenues decreased $25.0 million primarily due to lower retail prices due to higher recovery of transmission costs in the prior year and a decrease in the 2015 USF program recovery rate combined with decreased retail revenue for SSO customers as the competitive auction rate, which represents 60% of our

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SSO load in 2015 compared to 10% in 2014, is lower than our non-auction generation rate. These decreases were partially offset by a price increase driven by recovery of deferred storm costs in 2015.

• Wholesale revenues decreased $51.4 million due to a $66.8 million decrease in volume, partially offset by a favorable price variance of $15.4 million. The decrease in volume is driven by decreased intercompany sales to DPLER and a 17% decrease in net generation from DP&L’s co-owned and operated plants primarily due to the 2014 sale of East Bend and the closing of Beckjord as well as increased unplanned outages, partially offset by increased sales resulting from 60% of SSO load being served through the competitive bid process compared to 10% during 2014 allowing excess generation to be sold in the wholesale market. The year over year price increase is a result of the impact of realized derivative losses in 2014 largely due to extreme weather during January 0f 2014.

• RTO capacity and other revenues, consisting primarily of compensation for use of DP&L’s transmission assets, regulation services, reactive supply and operating reserves, and capacity payments under the RPM construct, increased $26.5 million. This increase was primarily the result of a $36.6 million increase in revenues realized from the PJM capacity auction offset by a $9.8 million decrease in RTO transmission and congestion revenue, as 2014 congestion revenue charges were higher due to extreme weather. The per megawatt capacity prices for the PJM base residual auction for the 2015-2016 delivery year that became effective in June of 2015 were $136/day, compared to $126/day in June of 2014 and $28/day per day in June of 2013.

DP&L – Cost of Revenues

For the three months ended September 30, 2015, Cost of Revenues decreased $25.4 million, or 11%, compared to the same period in the prior year:

• Net fuel costs, which include coal, gas, oil and emission allowance costs, decreased $15.5 million, or 18%, primarily due to an 18% decrease in internal generation at our plants.

• Net purchased power decreased $9.9 million, or 6%, due largely to a $4.3 million volume decrease attributable to decreased power purchased to sell to DPLER, as a result of the sale of MC Squared and decreased customers in 2015 compared to the same period in the prior year, partially offset by volume increases driven by increased power purchased to source our SSO load through the competitive bid process. In addition, other RTO charges decreased $13.5 million and RTO capacity charges decreased $4.0 million driven by our decreased load obligations for retail customers in 2015, partially offset by a $7.3 million PJM penalty accrual associated with low plant availability in 2015 and higher RTO capacity prices. These decreases were partially offset by an $11.1 million increase due to higher average prices compared to the same period in 2014 and a slight increase in net MTM losses. As noted above, RTO capacity prices are set by an annual auction. RTO charges are incurred as a member of PJM and include costs associated with our load obligations for retail customers. We purchase power for our SSO load sourced through the competitive bid process and to satisfy retail sales volume when generating facilities are not available due to planned and unplanned outages, when market prices are below the marginal costs associated with our generating facilities, or to meet high customer demand.

For the nine months ended September 30, 2015, Cost of Revenues decreased $43.5 million, or 6%, compared to the same period in the prior year:

• Net fuel costs, which include coal, gas, oil and emission allowance costs, decreased $38.5 million, or 17%, primarily due to a 17% decrease in internal generation at our plants.

• Net purchased power decreased $5.0 million, or 1%, due largely to a $46.2 million decrease in other RTO charges and a $2.6 million decrease in net MTM losses. These decreases were partially offset by a $20.3 million increase in purchased power, due to a $21.9 million price increase, partially offset by a $1.6 million volume decrease, and increased RTO capacity charges of $23.5 million driven by a $7.3 million PJM penalty accrual associated with low plant availability in 2015 and higher RTO capacity prices, partially offset by decreased load obligations for retail customers in 2015. As noted above, RTO capacity prices are set by an annual auction. RTO charges are incurred as a member of PJM and include costs associated with our load obligations for retail customers. We purchase power for our SSO load sourced through the competitive bid process and to satisfy retail sales volume when generating facilities are not available due to

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planned and unplanned outages, when market prices are below the marginal costs associated with our generating facilities, or to meet high customer demand.

DP&L – Operation and Maintenance

The following table provides a summary of changes in Operation and maintenance expense from the prior year periods:

	Three months ended			Nine months ended
	September 30,			September 30,
$ in millions	2015 v 2014			2015 v 2014
Low-income payment program (a)	$	(4.4	)	$	(14.9	)
Alternative energy and energy efficiency programs (a)	3.5			0.5
Retirement benefits	0.5			(1.5		)
Maintenance of overhead transmission and distribution lines	2.4			(2.9		)
Deferred storm costs (a)	4.4			13.1
Other, net	2.2			1.4
Total change in operation and maintenance expense	$	8.6		$	(4.3	)

(a) There is a corresponding offset in Revenues associated with these programs.

For the three months ended September 30, 2015, Operation and maintenance expense increased $8.6 million, compared to the same period in the prior year. This variance was primarily the result of:

• increased expenses for the alternative energy and energy efficiency programs,

• increased costs associated with our retirement benefits plan,

• increased maintenance of overhead transmission and distribution lines primarily due to storms in the third quarter of 2015, and

• increased storm costs, which were previously deferred but are now being recognized as they are recovered through customer rates.

These increases were partially offset by:

• decreased expenses for the low-income payment program which is funded by the USF revenue rate rider.

For the nine months ended September 30, 2015, Operation and maintenance expense decreased $4.3 million, compared to the same period in the prior year. This variance was primarily the result of:

• decreased expenses for the low-income payment program which is funded by the USF revenue rate rider,

• decreased costs associated with our retirement benefits plan,

• and decreased maintenance of overhead transmission and distribution lines primarily due to storms in the first quarter of 2014.

These decreases were partially offset by:

• increased expenses for the alternative energy and energy efficiency programs, and

• increased storm costs, which were previously deferred but are now being recognized as they are recovered through customer rates.

DP&L – Depreciation and Amortization

For the three months ended September 30, 2015, Depreciation and amortization expense decreased $1.8 million compared to the same period in the prior year primarily due to the sale of the East Bend Plant and the retirement of the Beckjord Plant, partially offset by increased depreciation associated with increased ARO assets and net plant additions.

For the nine months ended September 30, 2015, Depreciation and amortization expense decreased $4.7 million compared to the same period in the prior year primarily due to the sale of the East Bend Plant and the retirement of

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the Beckjord Plant, partially offset by increased depreciation associated with increased ARO assets and net plant additions.

DP&L – General Taxes

For the three months ended September 30, 2015, General taxes did not change significantly from the same period in the prior year.

For the nine months ended September 30, 2015, General taxes decreased $2.1 million compared to the same period in the prior year. The decrease was primarily due to a 2014 adjustment to the 2013 estimated property tax liability to adjust estimates to actual payments made in 2014 partially offset by higher property tax accruals for 2015 compared to the prior year.

DP&L – Interest Expense

Interest expense during the three months ended September 30, 2015decreased $2.5 million compared to the same period in the prior year. This was primarily driven by debt prepayments and the refinancing of certain debt as well as the timing of deferrals and recoveries of carrying charges on DP&L’s regulatory riders. Deferrals of carrying charges are recorded as a decrease to interest expense, while recoveries are recorded as an increase to interest expense.

Interest expense during the nine months ended September 30, 2015decreased $0.9 million compared to the same period in the prior year. This was primarily driven by debt prepayments and the refinancing of certain debt as well as the timing of deferrals and recoveries of carrying charges on DP&L’s regulatory riders.

DP&L – Income Tax Expense

For the three months ended September 30, 2015, Income tax expense decreased $12.3 million compared to the same period in the prior year primarily due to lower pre-tax income in 2015 and an anticipated refund from the IRS for the filing of an amended 2011 predecessor tax return to include the domestic manufacturing deduction. Partially offsetting the decrease is the 2014 adjustment to the tax reserves which did not occur in 2015.

For the nine months ended September 30, 2015, Income tax expense increased $1.9 million compared to the same period in the prior year primarily due to a 2014 adjustment to the tax reserves which did not occur in 2015. Partially offsetting the 2014 adjustment is the anticipated refund from the IRS for the filing of an amended 2011 predecessor tax return to include the domestic manufacturing deduction.

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FINANCIAL CONDITION, LIQUIDITY AND CAPITAL REQUIREMENTS

DPL’s financial condition, liquidity and capital requirements include the results of its principal subsidiary DP&L. All material intercompany accounts and transactions have been eliminated in consolidation.

The significant items that have affected the cash flows for DPL and DP&L are discussed in greater detail below:

Net cashfromoperating activities

The revenue from our utility business continues to be the principal source of cash from operating activities while our primary uses of cash include payments for fuel, purchased power, operation and maintenance expenses, interest and taxes. For the nine months endedSeptember 30, 2015, net cash from operating activities increased $86.0 million compared to the net cash from operating activities for the nine months endedSeptember 30, 2014 and was primarily driven by higher net income adjusted for depreciation and amortization, the impact of deferred income taxes, 2014 impairments, increased supplier security deposits related to the competitive bid process and the timing of collections year over year.

Net cash from investing activities

Capital expenditures, primarily related to transmission and distribution continue to be our principal use of cash related to investing activities. For thenine months endedSeptember 30, 2015, there was a $3.9 million decrease in net cash used by investing activities compared to the nine months endedSeptember 30, 2014, primarily driven by the change in restricted cash year over year and less purchases of renewable energy credits in 2015, partially offset by increased capital expenditures in 2015.

Net cash from financing activities

During the nine months ended September 30, 2015, DPL issued $125.0 million of long-term debt and paid $160.0 million of long-term debt related to the refinancing of its term loan. DP&L issued $200.0 million of long-term debt and paid $314.5 million for the retirement of long-term debt. In addition, DP&L borrowed $50.0 million from its revolving credit facilities and repaid $40.0 million, and paid dividends on its preferred stock and on its common stock to its parent, DPL.

During the nine months ended September 30, 2014, DPL borrowed and repaid $115.0 million to revolving credit facilities and also repaid $30.0 million on its term loan. In addition, DP&L borrowed and subsequently repaid $15.0 million from DPL and paid dividends and preferred stock to its parent, DPL.

Liquidity

We expect our existing sources of liquidity to remain sufficient to meet our anticipated operating needs. Our business is capital intensive, requiring significant resources to fund operating expenses, construction expenditures, scheduled debt maturities and carrying costs, potential margin requirements related to energy hedges and dividend payments. In 2015 and subsequent years, we expect to satisfy these requirements with a combination of cash from operations and funds from debt financing as internal liquidity needs and market conditions warrant. We also expect that the borrowing capacity under bank credit facilities will continue to be available to us to manage working capital requirements during these periods.

At the filing date of this quarterly report on Form 10-Q, DP&L and DPL have access to the following revolving credit facilities:

$ in millions	Type	Maturity	Commitment		Amounts available as of filing date
DP&L	Revolving	July 2020	$	175.0	$	163.6
DPL	Revolving	July 2020	205.0		202.7
			$	380.0	$	366.3

DP&L has an unsecured revolving credit agreement with a syndicated bank group. Prior to refinancing the facility on July 31, 2015, as discussed below, this facility had a $300.0 million borrowing limit, a five-year term expiring on May 10, 2018, a $100.0 million letter of credit sublimit and a feature that provided DP&L the ability to increase the size of the facility by an additional $100.0 million.

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On July 31, 2015, DP&L refinanced its revolving credit facility, reducing the total size from $300.0 million to $175.0 million, with a $50.0 million letter of credit sublimit and a feature that provides DP&L the ability to increase the size of the facility by an additional $100.0 million, and extending the life of the facility from May 2018 to July 2020. At September 30, 2015, DP&L had drawn $10.0 million under this facility and had two letters of credit in the amount of $1.4 million outstanding, with the remaining $163.6 million available to DP&L. Fees associated with this letter of credit facility were not material during the nine months ended September 30, 2015 or 2014.

DPL has a revolving credit facility. This facility has a letter of credit sublimit and a feature that provides DPL the ability to increase the size of the facility. Prior to refinancing the facility on July 31, 2015, as discussed below, this facility was unsecured and had a borrowing limit of $100.0 million with a $100.0 million letter of credit sublimit, was able to be increased in size by DPL by an additional $50.0 million and had a five year term expiring on May 10, 2018; with a springing maturity, meaning that if DPL had not refinanced its senior unsecured bonds due October 2016 before July 15, 2016, then the maturity of this facility would have been July 15, 2016.

On July 31, 2015, DPL refinanced its revolving credit facility, increasing the total size from $100.0 million to $205.0 million, with a $200.0 million letter of credit sublimit and a feature that provides DPL the ability to increase the size of the facility by an additional $95.0 million This facility is secured by a pledge of common stock that DPL owns in DP&L, limited to the amount permitted to be pledged under certain Indentures dated October 3, 2011 and October 6, 2014 between DPL and Wells Fargo Bank, NA and U.S. Bank National Association, respectively, as Trustee and a limited recourse guarantee by DPLE secured by assets of DPLE. On October 29, 2015, DPL further secured the credit facility through a leasehold mortgage on additional assets of DPLE. The refinancing extended the life of the facility from May 2018 to July 2020. DPL's new credit facility has a springing maturity feature providing that if, before July 1, 2019, DPL has not refinanced its senior unsecured bonds due October 2019 to have a maturity date that is at least six months later than July 31, 2020, then the maturity of this facility shall be July 1, 2019.

Cash and cash equivalents for DPL and DP&L amounted to $43.0 million and $10.7 million, respectively, at September 30, 2015. At that date, neither DPL nor DP&L had any short-term investments that were not included in cash and cash equivalents.

Capital Requirements

Planned construction additions for 2015 relate primarily to new investments in and upgrades to DP&L’s power plant equipment and transmission and distribution system. Capital projects are subject to continuing review and are revised in light of changes in financial and economic conditions, load forecasts, legislative and regulatory developments and changing environmental standards, among other factors.

DPL is projecting to spend an estimated $469.0 million in capital projects for the period 2015 through 2017, of which $383.0 million is projected to be spent by DP&L. DP&L is subject to the mandatory reliability standards of NERC and Reliability First Corporation (RFC), one of the eight NERC regions of which DP&L is a member. DP&L anticipates spending approximately $6.8 million within the next five years to reinforce its 138 kV system to comply with NERC standards. Our ability to complete capital projects and the reliability of future service will be affected by our financial condition, the availability of internal funds and the reasonable cost of external funds. We expect to finance our construction additions with a combination of cash on hand, short-term financing, long-term debt and cash flows from operations.

Debt Covenants

The DPL revolving credit facility and the DPL term loan agreement have a Total Debt to EBITDA ratio that will be calculated, at the end of each fiscal quarter, by dividing total debt at the end of the current quarter by consolidated EBITDA for the four prior fiscal quarters. The ratio in the agreements is not to exceed 7.25 to 1.00 for any fiscal quarter ending September 30, 2015 through December 31, 2018; it then steps down to not exceed 6.25 to 1.00 for any fiscal quarter ending March 31, 2019 through December 31, 2019; and it then steps down not to exceed 5.75 to 1.00 for any fiscal quarter ending March 31, 2020 through July 31, 2020. As of September 30, 2015, the financial covenant was met with a ratio of 5.13 to 1.00.

The DPL revolving credit facility and the DPL term loan agreement also have an EBITDA to Interest Expense ratio that is calculated at the end of each fiscal quarter by dividing consolidated EBITDA for the four prior fiscal quarters by the consolidated interest charges for the same period. The ratio, per the agreements, is to be not less than 2.10 to 1.00 for any fiscal quarter ending September 30, 2015 through December 31, 2018; it then steps up to be not less than 2.25 to 1.00 for any fiscal quarter ending March 31, 2019 through July 31, 2020. As of September 30, 2015, this financial covenant was met with a ratio of 3.31 to 1.00.

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DP&L’s revolving credit facility has two financial covenants. Prior to the date of completion of the separation of DP&L’s generation assets from its transmission and distribution assets, DP&L’s Total Debt to Total Capitalization may not be greater than 0.65 to 1.00 at any time; and, on and after the date of completion of the separation of DP&L’s generation assets from its transmission and distribution assets, DP&L’s Total debt to Total Capitalization may not be greater than 0.75 to 1.00 at any time, except that required compliance with this financial covenant shall be suspended if DP&L maintains a rating of BBB- (or in the case of Moody’s Baa3) or higher with a stable outlook from at least one of Fitch Investors Service Inc., Standard & Poor’s Ratings Services or Moody’s Investors Service, Inc., as determined in accordance with the terms of the revolving credit facility. As of September 30, 2015, DP&L met this financial covenant with a ratio of 0.39 to 1.00. This covenant is calculated as the sum of DP&L’s current and long-term portion of debt, divided by the total of DP&L’s shareholder’s equity and total debt. The above covenant was retained in DP&L’s revolving credit facility refinanced on July 31, 2015, and was modified only such that this covenant shall also be suspended between January 1, 2017 and December 31, 2017, if during this same time  DP&L’s long-term indebtedness (as determined by the PUCO) is less than or equal to $750.0 million.

The DP&L revolving credit facility also has an EBITDA to Interest Expense financial covenant that will be calculated at the end of each fiscal quarter, by dividing EBITDA for the four prior fiscal quarters by the interest charges for the same period. Both prior to and after completion of the separation of DP&L’s generation assets from its transmission and distribution assets, DP&L’sEBITDA to Interest Expense cannot be less than 2.50 to 1.00. As of September 30, 2015, this covenant was met with a ratio of 10.83 to 1.00.

Debt and Credit Ratings

The following table presents the debt ratings and outlook for DPL and DP&L, along with the effective dates of each rating.

	DPL	DP&L	Outlook	Effective
Fitch Ratings	BB(a) / BB-(b)	BBB (c)	Stable	August 2015 / September 2014 (d)
Moody's Investors Service, Inc.	Ba3 (b)	Baa2 (c)	Stable	October 2015
Standard & Poor's Financial Services LLC	BB (b)	BBB- (c)	Stable	May 2014

The following table presents the credit ratings (issuer/corporate rating) and outlook for DPL and DP&L, along with the effective dates of each rating.

	DPL	DP&L	Outlook	Effective
Fitch Ratings	B+	BB+	Stable	August 2015 / September 2014 (d)
Moody's Investors Service, Inc.	Ba3	Baa3	Stable	October 2015
Standard & Poor's Financial Services LLC	BB	BB	Stable	May 2014

(a) Rating relates to DPL’s Senior secured debt.

(b) Rating relates to DPL's Senior unsecured debt.

(c) Rating relates to DP&L’s Senior secured debt.

(d) DPL ratings were updated in August 2015; DP&L ratings have not been updated since September 2014.

If the rating agencies were to reduce our debt or credit ratings, our borrowing costs may increase, our potential pool of investors and funding resources may be reduced, and we may be required to post additional collateral under selected contracts. These events may have an adverse effect on our results of operations, financial condition and cash flows. In addition, any such reduction in our debt or credit ratings may adversely affect the trading price of our outstanding debt securities.

Off-Balance Sheet Arrangements

For information on guarantees, commercial commitments, and contractual obligations, see Note 10 of Notes to DPL’s Condensed Consolidated Financial Statements and Note 11 of Notes to DP&L’s Condensed Financial Statements.

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Market Risk

We are subject to certain market risks including, but not limited to, changes in commodity prices for electricity, coal, environmental emissions and gas, changes in capacity prices and fluctuations in interest rates. We use various market risk sensitive instruments, including derivative contracts, primarily to limit our exposure to fluctuations in commodity pricing. Our Commodity Risk Management Committee (CRMC), comprised of members of senior management, is responsible for establishing risk management policies and the monitoring and reporting of risk exposures relating to our generation units. The CRMC meets on a regular basis with the objective of identifying, assessing and quantifying material risk issues and developing strategies to manage these risks.

Commodity Pricing Risk

Commodity pricing risk exposure includes the impacts of weather, market demand, increased competition and other economic conditions. To manage the volatility relating to these exposures at our DP&L-operated generation units, we use a variety of non-derivative and derivative instruments including forward contracts and futures contracts. These instruments are used principally for economic hedging purposes and none are held for trading purposes. Derivatives that fall within the scope of derivative accounting under GAAP must be recorded at their fair value and marked to market unless they qualify for cash flow hedge accounting. MTM gains and losses on derivative instruments that qualify for cash flow hedge accounting are deferred in AOCI until the forecasted transactions occur. We adjust the derivative instruments that do not qualify for cash flow hedging to fair value on a monthly basis through the Statement of Operations or, where applicable, we recognize a corresponding Regulatory asset for above-market costs or a Regulatory liability for below-market costs in accordance with regulatory accounting under GAAP.

The coal market has increasingly been influenced by both international and domestic supply and consumption, making the price of coal more volatile than in the past, and while we have substantially all of the total expected coal volume needed to meet our retail and firm wholesale sales requirements for 2015 under contract; sales requirements may change. The majority of the contracted coal is purchased at fixed prices. Some contracts provide for periodic adjustments. Fuel costs are affected by changes in volume and price and are driven by a number of variables including weather, the wholesale market price of power, certain provisions in coal contracts related to government imposed costs, counterparty performance and credit, scheduled outages and generation plant mix. To the extent we are not able to recover increases through our fuel and purchased power recovery rider that began in January 2010, our results of operations, financial condition or cash flows could be materially affected.

For purposes of potential risk analysis, we use a sensitivity analysis to quantify potential impacts of market rate changes on the statements of results of operations. The sensitivity analysis represents hypothetical changes in market values that may or may not occur in the future.

Commodity Derivatives

To minimize the risk of fluctuations in the market price of commodities, such as coal, power and heating oil, we may enter into commodity-forward and futures contracts to effectively hedge the cost/revenues of the commodity. Maturity dates of the contracts are scheduled to coincide with market purchases/sales of the commodity. Cash proceeds or payments between the counter-party and us at maturity of the contracts are recognized as an adjustment to the cost of the commodity purchased or sold. We generally do not enter into forward contracts beyond thirty-six months.

A 10% increase or decrease in the market price of our FTRs at September 30, 2015 would not have a significant effect on Net income.

At September 30, 2015, a 10% increase or decrease in the market price of our forward power purchase contracts would result in an impact on unrealized gains/losses of $12.3 million, while a 10% increase or decrease in the market price of our forward power sale contracts would result in an impact on unrealized gains/losses of $4.0 million.

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Wholesale Revenues

Energy in excess of the needs of existing retail customers and contracted obligations is sold in the wholesale spot market when we can identify opportunities with positive margins. DP&L’s electric revenues in the wholesale market are reduced for sales to DPLER. The following table presents the percentages of DPL’s and DP&L’s electric revenue derived from wholesale sales

DPL	Three months ended				Nine months ended
	September 30,				September 30,
	2015		2014		2015		2014
Percent of electric revenues from wholesale market	27	%	22	%	27	%	16	%
DP&L	Three months ended				Nine months ended
	September 30,				September 30,
	2015		2014		2015		2014
Percent of electric revenues from wholesale market	43	%	49	%	45	%	45	%

The following table presents the effect on annual Net income (net of estimated income taxes at 35%) as of September 30, 2015, of a hypothetical increase or decrease of 10% in the price per MWh of wholesale power (DP&L’s electric revenues in the wholesale market are reduced for sales to DPLER), including the impact of a corresponding 10% change in the portion of purchased power used as part of the sale (note that the share of the internal generation used to meet the DPLER wholesale sale would not be affected by the 10% change in wholesale prices):

$ in millions	DPL		DP&L
Effect of 10% change in price per MWh	$	14.0	$	12.8

Capacity Revenues and Costs

As a member of PJM, DP&L receives revenues from the RTO related to its transmission and generation assets and incurs costs associated with its load obligations for retail customers. PJM, which has a delivery year that runs from June 1 to May 31, has conducted auctions for capacity through the delivery year. The clearing prices for capacity during the PJM delivery periods from 2014/15 through 2018/19 are as follows:

	PJM Delivery Year
($/MW-day)	2014/15		2015/16		2016/17		2017/18		2018/19
Capacity clearing price	$	126	$	136	$	134	$	152	$	165

Our computed average capacity prices by calendar year are reflected in the following table:

	Calendar Year
($/MW-day)	2014		2015		2016		2017		2018
Computed average capacity price	$	85	$	132	$	135	$	145	$	159

The above tables reflect the capacity prices after the transitional auctions discussed earlier. Substantially all of DP&L's capacity cleared in the CP auction. The results of these auctions could have a significant effect on DP&L's revenues in the future.

Future RPM auction results are dependent on a number of factors, which include the overall supply and demand of generation and load, other state legislation or regulation, transmission congestion and PJM’s RPM business rules. The volatility in the RPM capacity auction pricing has had and will continue to have a significant impact on DPL’s capacity revenues and costs. RPM costs and revenues associated with the DP&L portion of the SSO supply are included in the RPM rider which will be phased out as a result of SSO load being served via 100% competitive bid beginning January 2016. As discussed above, the FERC approved a proposal made by PJM to implement a new CP program. The FERC’s conditions on approval include requiring PJM to make additional filings to change certain energy market rules to coordinate better with the new CP program and to make annual filings on the CP performance hours used in its calculations.

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The following table provides estimates of the effect on annual Net income (net of estimated income taxes at 35%) as of September 30, 2015 of a hypothetical increase or decrease of $10/MW-day in the RPM auction price. The table shows the impact resulting from capacity revenue changes, using the percent of SSO customers as of the balance sheet date and the percentage of our supply we are required to source through auction. We did not include the impact of a change in the RPM capacity costs since these costs will either be recovered through the RPM rider for SSO retail customers or recovered through the development of our overall energy pricing for customers who do not fall under the SSO.

$ in millions	DPL		DP&L
Effect of $10/MW-day change in capacity auction pricing	$	7.0	$	5.7

Capacity revenues and costs are also impacted by, among other factors, the levels of customer switching, our generation capacity, the levels of wholesale revenues and our retail customer load. In determining the capacity price sensitivity above, we did not consider the impact that may arise from the variability of these other factors.

Fuel and Purchased Power Costs

DPL’s and DP&L’s fuel (including coal, gas, oil and emission allowances) and purchased power costs as a percentage of total operating costs in the nine months endedSeptember 30, 2015 were 43% and 44%, respectively. We have a significant portion of projected 2015 fuel needs under contract. The majority of our contracted coal is purchased at fixed prices although some contracts provide for periodic pricing adjustments. We may purchase SO₂allowances for 2015, however, the exact consumption of SO₂allowances will depend on market prices for power, availability of our generation units and the actual sulfur content of the coal burned. We may purchase some NOx allowances for 2015 depending on NOx emissions. Fuel costs are affected by changes in volume and price and are driven by a number of variables including weather, reliability of coal deliveries, scheduled outages and generation plant mix.

Purchased power costs depend, in part, upon the timing and extent of planned and unplanned outages of our generating capacity. We will purchase power on a discretionary basis when wholesale market conditions provide opportunities to obtain power at a cost below our internal generation costs.

Effective January 1, 2010, DP&L was allowed to recover its SSO retail customers’ share of fuel and purchased power costs as part of the fuel rider approved by the PUCO. As a result of customer switching and 60% of our SSO load being sourced through a competitive bid auction, less of DP&L’s fuel costs are recoverable from retail customers. Beginning January 1, 2016, 100% of the SSO will be sourced through a competitive bid, therefore at that time the fuel rider will be phased out.

The following table provides the effect on annual Net income (net of estimated income taxes at 35%) using the estimated SSO share of costs as of September 30, 2015 and the current 60% of SSO load sourced through the competitive bid auction, of a hypothetical increase or decrease of 10% in the prices of fuel and purchased power:

$ in millions	DPL		DP&L
Effect of 10% change in fuel and purchased power	$	35.3	$	35.6

Interest Rate Risk

As a result of our normal investing and borrowing activities, our financial results are exposed to fluctuations in interest rates which we manage through our regular financing activities. We maintain both cash on deposit and investments in cash equivalents that may be affected by adverse interest rate fluctuations. DPL and DP&L have both fixed-rate and variable-rate long-term debt. DPL’s variable-rate debt consists of a $125.0 million term loan with a syndicated bank group. The term loan interest rate fluctuates with changes in an underlying interest rate index, typically LIBOR. DP&L’s variable-rate debt is comprised of bank held pollution control bonds. The variable-rate bonds bear interest based on an underlying interest rate index, typically LIBOR. Market indexes can be affected by market demand, supply, market interest rates and other economic conditions. See Note 5 of Notes to DPL’s Condensed Consolidated Financial Statements and Note 5 of Notes to DP&L’s Condensed Financial Statements.

In the past, DPL partially hedged against interest rate fluctuations by entering into interest rate swap agreements to limit the interest rate exposure on the underlying financing activities. As of September 30, 2015, DPL has settled all outstanding interest rate swaps. Any additional credit rating downgrades could affect our liquidity and further increase our cost of capital.

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Principal Payments and Interest Rate Detail by Contractual Maturity Date

The carrying value of DPL’s debt was $2,009.4 million at September 30, 2015, consisting of DPL’s unsecured notes and unsecured term loan, along with DP&L’s first mortgage bonds, tax-exempt pollution control bonds and the Wright-Patterson Air Force Base note. All of DPL’s debt was adjusted to fair value at the date of the Merger. The fair value of this debt at September 30, 2015 was $2,033.7 million, based on current market prices or discounted cash flows using current rates for similar issues with similar terms and remaining maturities. The following table provides information about DPL’s debt obligations, subsequent to the refinancing discussed above, that are sensitive to interest rate changes:

DPL
	Principal payments due												At September 30, 2015
	during the twelve months ending
	September 30,												Principal		Fair
$ in millions	2016		2017		2018		2019		2020		Thereafter		Amount		Value
Variable-rate debt	$	—	$	18.8	$	25.0	$	25.0	$	256.2	$	—	$	325.0	$	325.0
Average interest rate (a)	—%		2.4%		2.4%		2.4%		1.4%		—%
Fixed-rate debt	$	445.1	$	130.1	$	0.1	$	0.2	$	200.2	$	913.0	1,688.7		1,708.7
Average interest rate	1.9%		6.5%		4.2%		4.2%		6.7%		6.9%
Total													$	2,013.7	$	2,033.7

(a) Based on rates in effect at September 30, 2015

The carrying value of DP&L’s debt was $762.9 million at September 30, 2015, consisting of its first mortgage bonds, tax-exempt pollution control bonds and the Wright-Patterson Air Force Base note. The fair value of this debt was $764.3 million, based on current market prices or discounted cash flows using current rates for similar issues with similar terms and remaining maturities. The following table provides information about DP&L’s debt obligations, subsequent to the refinancing discussed in the "Financial Condition, Liquidity and Capital Requirements" section above, that are sensitive to interest rate changes. DP&L’s debt was not revalued as a result of the Merger.

DP&L
	Principal payments due												At September 30, 2015
	during the twelve months ending
	September 30,												Principal		Fair
$ in millions	2016		2017		2018		2019		2020		Thereafter		Amount		Value
Variable-rate debt	$	—	$	—	$	—	$	—	$	200.0	$	—	$	200.0	$	200.0
Average interest rate (a)	—%		—%		—%		—%		1.1%		—%
Fixed-rate debt	$	445.1	$	0.1	$	0.1	$	0.2	$	0.2	$	117.4	563.1		564.3
Average interest rate	1.9%		4.2%		4.2%		4.2%		4.2%		4.7%
Total													$	763.1	$	764.3

(a) Based on rates in effect at September 30, 2015

Debt maturities and repayments occurring in 2015 are discussed under "FINANCIAL CONDITION, LIQUIDITY AND CAPITAL REQUIREMENTS".

Long-term Debt Interest Rate Risk Sensitivity Analysis

Our estimate of market risk exposure is presented for our fixed-rate and variable-rate debt at September 30, 2015 for which an immediate adverse market movement causes a potential material impact on our financial condition, results of operations or the fair value of the debt. We believe that the adverse market movement represents the hypothetical loss to future earnings and does not represent the maximum possible loss nor any expected actual loss, even under adverse conditions, because actual adverse fluctuations would likely differ. As of September 30, 2015, we did not hold any market risk sensitive instruments that were entered into for trading purposes.

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The following tables present the carrying value and fair value of our debt, along with the impact of a change of one percent in interest rates:

DPL	At September 30, 2015				One percent
	Carrying		Fair		interest rate
$ in millions	Value		Value		risk
Long-term debt
Variable-rate debt	$	325.0	$	325.0	$	3.3
Fixed-rate debt	1,684.4		1,708.7		17.1
Total	$	2,009.4	$	2,033.7	$	20.4

DP&L	At September 30, 2015				One percent
	Carrying		Fair		interest rate
$ in millions	Value		Value		risk
Long-term debt
Variable-rate debt	$	200.0	$	200.0	$	2.0
Fixed-rate debt	562.9		564.3		5.6
Total	$	762.9	$	764.3	$	7.6

DPL’s debt is comprised of both fixed-rate debt and variable-rate debt. In regard to fixed-rate debt, the interest rate risk with respect to DPL’s long-term debt primarily relates to the potential impact a decrease of one percentage point in interest rates has on the fair value of DPL’s$1,708.7 million of fixed-rate debt and not on DPL’s financial condition or results of operations. On the variable-rate debt, the interest rate risk with respect to DPL’s long-term debt represents the potential impact an increase of one percentage point in the interest rate has on DPL’s results of operations related to DPL’s$325.0 million variable-rate long-term debt outstanding as of September 30, 2015.

DP&L’s interest rate risk with respect to DP&L’s long-term debt primarily relates to the potential impact a decrease in interest rates of one percentage point has on the fair value of DP&L’s564.3 million of fixed-rate debt and not on DP&L’s financial condition or DP&L’s results of operations. On the variable-rate debt, the interest rate risk with respect to DP&L’s long-term debt represents the potential impact an increase of one percentage point in the interest rate has on DP&L’s results of operations related to DP&L’s$200.0 million variable-rate long-term debt outstanding as of September 30, 2015.

Credit Risk

Credit risk is the risk of an obligor's failure to meet the terms of any investment contract, loan agreement or otherwise perform as agreed. Credit risk arises from all activities in which success depends on issuer, borrower or counterparty performance, whether reflected on or off the balance sheet. We limit our credit risk by assessing the creditworthiness of potential counterparties before entering into transactions with them and continue to evaluate their creditworthiness after transactions have been originated. We use the three leading corporate credit rating agencies and other current market-based qualitative and quantitative data to assess the financial strength of our counterparties on an ongoing basis. We may require various forms of credit assurance from our counterparties in order to mitigate credit risk.

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Critical Accounting Estimates

DPL’s Condensed Consolidated Financial Statements and DP&L’s Condensed Financial Statements are prepared in accordance with GAAP. In connection with the preparation of these financial statements, our management is required to make assumptions, estimates and judgments that affect the reported amounts of assets, liabilities, revenues, expenses and the related disclosure of contingent liabilities. These assumptions, estimates and judgments are based on our historical experience and assumptions that we believe to be reasonable at the time. However, because future events and their effects cannot be determined with certainty, the determination of estimates requires the exercise of judgment. Our critical accounting estimates are those which require assumptions to be made about matters that are highly uncertain.

Different estimates could have a material effect on our financial results. Judgments and uncertainties affecting the application of these policies and estimates may result in materially different amounts being reported under different conditions or circumstances. Historically, however, recorded estimates have not differed materially from actual results. Significant items subject to such judgments include: the carrying value of property, plant and equipment; unbilled revenues; the valuation of derivative instruments; the valuation of insurance and claims liabilities; the valuation of allowances for receivables and deferred income taxes; regulatory assets and liabilities; liabilities recorded for income tax exposures; litigation; contingencies; the valuation of AROs; assets and liabilities related to employee benefits and goodwill and intangible assets. Refer to our Form 10-K for the year ended December 31, 2014 for a complete listing of our critical accounting policies and estimates. There have been no material changes to these critical accounting policies and estimates.

	ELECTRIC SALES AND CUSTOMERS
	DPL		DP&L (a)		DPLER (b)
	Three months ended		Three months ended		Three months ended
	September 30,		September 30,		September 30,
	2015	2014	2015	2014	2015	2014
Electric Sales (millions of kWh)	4,349	5,134	4,297	5,112	1,391	2,498
Billed electric customers (end of period)	531,051	653,801	515,372	514,371	128,405	274,133

(a) This table contains electric sales from DP&L’s generation and purchased power. DP&L sold 991 million kWh and 1,367 million kWh of power to DPLER during the three months ended September 30, 2015 and 2014, respectively, not included above to avoid duplication.

(b) This chart includes all sales of DPLER, both within and outside of the DP&L service territory.

	ELECTRIC SALES AND CUSTOMERS
	DPL		DP&L (a)		DPLER (b)
	Nine months ended		Nine months ended		Nine months ended
	September 30,		September 30,		September 30,
	2015	2014	2015	2014	2015	2014
Electric Sales (millions of kWh)	12,980	14,352	12,735	14,220	4,762	7,614
Billed electric customers (end of period)	531,051	653,801	515,372	514,371	128,405	274,133

(a) This table contains electric sales from DP&L’s generation and purchased power. DP&L sold 3,094 million kWh and 4,366 million kWh of power to DPLER during the nine months ended September 30, 2015 and 2014, respectively, not included above to avoid duplication.

(b) This chart includes all sales of DPLER and MC Squared, both within and outside of the DP&L service territory.

Item 3 – Quantitative and Qualitative Disclosures about Market Risk

See the “MARKET RISK” section in Item 2 of this Part I, which is incorporated by reference into this item.

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Item 4 – Controls and Procedures

Disclosure Controls and Procedures

Our Chief Executive Officer (CEO) and Chief Financial Officer (CFO) are responsible for establishing and maintaining our disclosure controls and procedures. These controls and procedures were designed to ensure that material information relating to us and our subsidiaries is communicated to the CEO and CFO. We evaluated these disclosure controls and procedures as of the end of the period covered by this report with the participation of our CEO and CFO. Based on this evaluation, our CEO and CFO concluded that, as of September 30, 2015, our disclosure controls and procedures were effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms.

Changes in Internal Controls over Financial Reporting

We are responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). Management assessed the effectiveness of our internal control over financial reporting as of September 30, 2015. In making this assessment, management used the criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations (“COSO”) in 2013. As disclosed in our Form 10-K for the fiscal year ended December 31, 2014, management determined that a material weakness in internal control over financial reporting existed as of December 31, 2014 as a result of an incorrect formula within the spreadsheet used to support an account balance, creating an understatement of earnings. DPL determined that sufficient controls did not exist to identify this error in a timely manner; therefore this deficiency could have led to a material error in the financial statements. As evidenced by this material weakness, management concluded that, as of December 31, 2014, DPL did not maintain effective internal control over financial reporting. This material weakness did not result in any misstatements in our audited financial statements. In response to this material weakness, changes were made to our internal control over financial reporting, including enhancements to our journal entry and spreadsheet reviews. We has completed the documentation and testing of these corrective actions and as of September 30, 2015, has concluded that this material weakness has been remediated. There were no other changes that occurred during the fiscal quarter covered by this Quarterly Report on Form 10-Q that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Management and our Board of Directors are committed to the continued improvement of DPL's overall system of internal control over financial reporting.

Part II – Other Information

Item 1 – Legal Proceedings

In the normal course of business, we are subject to various lawsuits, actions, proceedings, claims and other matters asserted under laws and regulations. We are also from time to time involved in other reviews, investigations and proceedings by governmental and regulatory agencies regarding our business, certain of which may result in adverse judgments, settlements, fines, penalties, injunctions or other relief. We believe the amounts provided in our Financial Statements, as prescribed by GAAP, for these matters are adequate in light of the probable and estimable contingencies. However, there can be no assurances that the actual amounts required to satisfy alleged liabilities from various legal proceedings, claims and other matters (including those matters noted below), and to comply with applicable laws and regulations will not exceed the amounts reflected in our Financial Statements. As such, costs, if any, that may be incurred in excess of those amounts provided for in our Financial Statements, cannot be reasonably determined.

Our Form 10-K for the fiscal year ended December 31, 2014, and Form 10-Q for the three months ended March 31, 2015, six months ended June 30, 2015 and the Notes to DPL’s Consolidated Financial Statements and DP&L’s Financial Statements included therein, contain descriptions of certain legal proceedings in which we are or were involved. The information in or incorporated by reference into this Item 1 to Part II is limited to certain recent developments concerning our legal proceedings and new legal proceedings, since the filing of such Form 10-K and Form 10-Qs, and should be read in conjunction with such Form 10-K and Form 10-Q.

The following information is incorporated by reference into this Item: information about the legal proceedings contained in Part I, Item 1 — Note 10 of Notes to DPL’s Condensed Consolidated Financial Statements and Note 11 of Notes to DP&L’s Condensed Financial Statements of this Quarterly Report on Form 10-Q.

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Item 1A – Risk Factors

A listing of the risk factors that we consider to be the most significant to a decision to invest in our securities is provided in our Form 10-K for the fiscal year ended December 31, 2014. As of September 30, 2015, there have been no material changes with respect to the risk factors disclosed in our Form 10-K. If any of the events described in our risk factors occur, it could have a material effect on our results of operations, financial condition and cash flows.

The risks and uncertainties described in our risk factors are not the only ones we face. In addition, new risks may emerge at any time, and we cannot predict those risks or estimate the extent to which they may affect our business or financial performance. Our risk factors should be read in conjunction with the other detailed information concerning DPL and DP&L set forth in the Notes to DPL’s and DP&L’s Financial Statements and the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections included in our filings.

Item 2 – Unregistered Sale of Equity Securities and Use of Proceeds

None

Item 3 – Defaults Upon Senior Securities

None

Item 4 – Mine Safety Disclosures

Not applicable.

Item 5 – Other Information

None

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Item 6 – Exhibits

DPL Inc.	DP&L	Exhibit Number	Exhibit	Location
X		10(a)	Open-End Leasehold Mortgage, Security Agreement, Assignment of Leases and Rents, and Fixture Filing from DPL Energy, LLC to U.S. Bank National Association, dated as of October 29, 2015	Filed herewith as Exhibit 10 (a)
X		31(a)	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith as Exhibit 31(a)
X		31(b)	Certification of Chief Financial Officer  pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith as Exhibit 31(b)
	X	31(c)	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith as Exhibit 31(c)
	X	31(d)	Certification of Chief Financial Officer  pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith as Exhibit 31(d)
X		32(a)	Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	Filed herewith as Exhibit 32(a)
X		32(b)	Certification of Chief Financial Officer  pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	Filed herewith as Exhibit 32(b)
	X	32(c)	Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	Filed herewith as Exhibit 32(c)
	X	32(d)	Certification of Chief Financial Officer  pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	Filed herewith as Exhibit 32(d)
X	X	101.INS	XBRL Instance	Filed herewith as Exhibit 101.INS
X	X	101.SCH	XBRL Taxonomy Extension Schema	Filed herewith as Exhibit 101.SCH
X	X	101.CAL	XBRL Taxonomy Extension Calculation Linkbase	Filed herewith as Exhibit 101.CAL
X	X	101.DEF	XBRL Taxonomy Extension Definition Linkbase	Filed herewith as Exhibit 101.DEF
X	X	101.LAB	XBRL Taxonomy Extension Label Linkbase	Filed herewith as Exhibit 101.LAB
X	X	101.PRE	XBRL Taxonomy Extension Presentation Linkbase	Filed herewith as Exhibit 101.PRE

Exhibits referencing File No. 1-9052 have been filed by DPL Inc. and those referencing File No. 1-2385 have been filed by The Dayton Power and Light Company.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, DPL Inc. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		DPL Inc.
		(Registrant)
Date:	November 4, 2015	/s/ Kenneth J. Zagzebski
		Kenneth J. Zagzebski
		President and Chief Executive Officer
		(principal executive officer)
	November 4, 2015	/s/ Craig L. Jackson
		Craig L. Jackson
		Chief Financial Officer
		(principal financial officer)
	November 4, 2015	/s/ Kurt A. Tornquist
		Kurt A. Tornquist
		Controller
		(principal accounting officer)

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, The Dayton Power and Light Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		The Dayton Power and Light Company
		(Registrant)
Date:	November 4, 2015	/s/ Thomas A. Raga
		Thomas A. Raga
		President and Chief Executive Officer
		(principal executive officer)
	November 4, 2015	/s/ Craig L. Jackson
		Craig L. Jackson
		Chief Financial Officer
		(principal financial officer)
	November 4, 2015	/s/ Kurt A. Tornquist
		Kurt A. Tornquist
		Controller
		(principal accounting officer)

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EX-10.A

DOCUMENT NO.	OPEN-END LEASEHOLD MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF LEASES AND RENTS, AND FIXTURE FILING
	OPEN-END LEASEHOLD MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF LEASES AND RENTS, AND FIXTURE FILING    from DPL ENERGY, LLC, Mortgagor,    to    U.S. BANK NATIONAL ASSOCIATION,    as Collateral Agent, Mortgagee,    DATED AS OF October 29, 2015	THIS SPACE RESERVED FOR RECORDING DATA
		NAME AND RETURN ADDRESS McGuireWoods LLP 201 North Tryon Street, Ste 3000 Charlotte, North Carolina 28202 Attention: Mayleng S. Watson

THIS OPEN-END LEASEHOLD MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF LEASES AND RENTS, AND FIXTURE FILING SHALL BE DEEMED TO CONSTITUTE A CONTINUOUSLY PERFECTED FIXTURE FILING TO BE FILED OF RECORD IN THE OFFICE OF THE RECORDER OF MONTGOMERY COUNTY, OHIO.

69832947_6

OPEN-END LEASEHOLD MORTGAGE, SECURITY AGREEMENT,
ASSIGNMENT OF LEASES AND RENTS, AND FIXTURE FILING

(MAXIMUM PRINCIPAL INDEBTEDNESS NOT TO EXCEED $525,000,000)

THIS OPEN-END LEASEHOLD MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF LEASES AND RENTS, AND FIXTURE FILING, dated as of October 29, 2015 is made by DPL ENERGY, LLC, an Ohio limited liability company (“Mortgagor”), whose address is 1065 Woodman Drive, Dayton, OH 45432, to U.S. BANK NATIONAL ASSOCIATION, as Collateral Agent acting on behalf of the Secured Parties defined below (in such capacity, “Mortgagee”), whose address is 461 Fifth Avenue, 19^th Floor, New York, New York, 10017. References to this “Mortgage” shall mean this instrument and any and all renewals, modifications, amendments, supplements, extensions, consolidations, substitutions, spreaders and replacements of this instrument.

Background

A.DPL Inc., an Ohio corporation (“Borrower”), has entered into that certain Credit Agreement dated as of July 31, 2015 (as the same may be amended, supplemented or otherwise modified from time to time, the “Credit Agreement”) among the Borrower, the several banks and other financial institutions from time to time parties thereto (the “Lenders”), U.S. Bank National Association, as Administrative Agent, Collateral Agent, Swing Line Lender, and an L/C Issuer (as such terms are defined in the Credit Agreement), PNC Bank, National Association, as Syndication Agent, and Bank of America, N.A., as Documentation Agent. The Credit Agreement and all Loan Documents (as defined in the Credit Agreement) are collectively referred to herein as the “Credit Facility Documents.”

B.Mortgagor is a Subsidiary of Borrower and (i) is the owner of a leasehold interest in the parcel(s) of real property described on Exhibit A attached hereto (the “Land”) pursuant to that certain Real Property Lease Agreement between The Dayton Power and Light Company and Mortgagor dated as of October 29, 2015 (the “ GroundLease”), a memorandum of which is recorded in the Montgomery County, Ohio Records immediately prior to the recordation of this Mortgage, and (ii) owns, leases or otherwise has the right to use all of the buildings, improvements, structures, and fixtures now or subsequently located on the Land (the “Improvements”; the Land and the Improvements being collectively referred to as the “Real Estate”).

C.Pursuant to the terms and conditions of the Credit Agreement, interalia: (1) the Lenders have agreed to make a Term Loan to Borrower, and (2) the Lenders have agreed to make available to Borrower (a) a Revolving Credit Loan facility, (b) a Letter of Credit subfacility, and (c) a Swing Line Loan subfacility, in the aggregate maximum principal amount of Four Hundred Twenty-Five Million and 00/100 Dollars ($425,000,000.00).

D.The Mortgagor entered into that certain Guaranty Agreement with the Administrative Agent in order to guaranty the payment and performance of the Credit Facility Obligations (as defined herein). The Mortgagor, as a wholly-owned Subsidiary of the Borrower will materially benefit from the extensions of credit pursuant to the Credit Agreement.

E.It is a covenant contained in the Credit Agreement that the Mortgagor secure its obligations under the Credit Agreement, the Guaranty Agreement and other Loan Documents by executing and delivering this Mortgage (the Borrower and the Mortgagor are referred to herein as the “Borrower Parties”).

F.The Borrower may incur additional secured indebtedness from time to time, to the extent permitted pursuant to the Credit Agreement, that is by its terms to be (or permitted to be) equally and ratably secured hereunder with the Credit Facility Obligations (including any permitted guaranty thereof, “Additional Secured Debt”), as hereinafter provided (with any holders of Additional Secured Debt from time to time being herein collectively called “Additional Debtholders”, any agent appointed by the holders of any Additional Secured Debt being herein referred to as the "Additional Secured Debt Agent" and with all documentation evidencing, or entered into in connection with, any Additional Secured Debt being herein called “Additional Debt Documents”).

Granting Clauses

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, MORTGAGOR HEREBY MORTGAGES, WARRANTS AND GRANTS TO MORTGAGEE A LIEN UPON AND A SECURITY INTEREST IN AND HEREBY MORTGAGES, WARRANTS, GRANTS, CONVEYS, ASSIGNS, TRANSFERS AND SETS OVER TO MORTGAGEE, WITH MORTGAGE COVENANTS:

(a)all of Mortgagor’s right, title and interest as lessee under the Ground Lease and the leasehold interest created under the Lease in the Real Estate, together with (i) any and all other, further or additional right, title, interest or estate which may at any time be acquired by Mortgagor in or to the premises demised by the Ground Lease; (ii) any and all options or rights to purchase all or any part of the premises demised by the Ground Lease which the Mortgagor may now have or hereafter acquire; (iii) any and all deposits, securities or other property which may be held at any time and from time to time by the lessor under the Ground Lease to secure the performance of the covenants, conditions and agreements of the Mortgagor contained in the Ground Lease; (iv) any and all rights to exercise options pursuant to the Ground Lease (including, without limitation, options to renew, extend, terminate, reject or assume), give consents and receive payments, reimbursements and refunds; (v) any and all rights to modify, change, supplement, alter or amend the Ground Lease in any material respect or to terminate, cancel, sever or surrender the Ground Lease and any and all rights to release or discharge the lessor under the Ground Lease of or from the obligations, covenants, conditions and agreements by the lessor to be kept, observed or performed thereunder; (vi) any and all claims and rights to the payment of damages that may presently exist or hereafter arise under or in connection with the Ground Lease or the rights of Mortgagor thereunder, including, without limitation, any such claim or right that may arise as a result of the rejection or disaffirmance of the Ground Lease by the lessor, or by any trustee of the lessor, pursuant to 11 U.S.C. §101, et seq., as the same may be amended from time to time (the “Bankruptcy Code”); (vii) any and all rights, privileges and benefits, of whatever character, to which Mortgagor may hereafter be entitled pursuant to Section 365 of the Bankruptcy Code, including, without limitation, all of Mortgagor’s rights to remain in possession after rejection or disaffirmance of the Ground Lease by the lessor or by any

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trustee of the lessor; and (vii) all other rights, privileges and benefits, of whatever character derived by Mortgagor, or to which Mortgagor may be entitled, under or by virtue of the Ground Lease;

(b)all right, title and interest Mortgagor now has or may hereafter acquire in and to the Improvements or any part thereof (whether owned in fee by Mortgagor or otherwise);

(c)all right, title and interest of Mortgagor in, to and under all easements, rights of way, licenses, operating agreements, abutting strips and gores of land, streets, ways, alleys, passages, sewer rights, waters, water courses, water and flowage rights, development rights, air rights, mineral and soil rights, plants, standing and fallen timber, and all estates, rights, titles, interests, privileges, licenses, tenements, hereditaments and appurtenances belonging, relating or appertaining to the Real Estate, and any reversions, remainders, rents, issues, profits and revenue thereof and all land lying in the bed of any street, road or avenue, in front of or adjoining the Real Estate to the center line thereof;

(d)all right, title and interest of Mortgagor in and to all of the fixtures, chattels, business machines, machinery, apparatus, equipment, furnishings, fittings, and articles of personal property of every kind and nature whatsoever, and all appurtenances and additions thereto and substitutions or replacements thereof (together with, in each case, attachments, components, parts and accessories) currently owned or subsequently acquired by Mortgagor and now or subsequently attached to, the Real Estate (all of the foregoing in this paragraph (d) being referred to as the “Equipment”);

(e)all right, title and interest of Mortgagor in and to all substitutes and replacements of, and all additions and improvements to, the Real Estate and the Equipment, subsequently acquired by or released to Mortgagor or constructed, assembled or placed by Mortgagor on the Real Estate, immediately upon such acquisition, release, construction, assembling or placement, including, without limitation, any and all building materials whether stored at the Real Estate or offsite, and, in each such case, without any further deed, conveyance, assignment or other act by Mortgagor;

(f)all right, title and interest of Mortgagor in, to and under all leases, subleases, underlettings, concession agreements, management agreements, licenses and other agreements relating to the use or occupancy of the Real Estate or the Equipment or any part thereof, now existing or subsequently entered into by Mortgagor and whether written or oral and all guarantees of any of the foregoing (collectively, as any of the foregoing may be amended, restated, extended, renewed or modified from time to time, the “Leases”), and all rights of Mortgagor in respect of cash and securities deposited thereunder and the right to receive and collect the revenues, income, rents, issues and profits thereof, together with all other rents, royalties, issues, profits, revenue, income and other benefits arising from the use and enjoyment of the Mortgaged Property (as defined below) (collectively, the “Rents”);

(g)all right, title and interest of Mortgagor, to the extent assignable, in and to all unearned premiums under insurance policies now or subsequently obtained by Mortgagor relating to the Real Estate or Equipment and Mortgagor’s interest in and to all proceeds of any such insurance policies (including title insurance policies) including the right to collect

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and receive such proceeds, subject to the provisions relating to insurance generally set forth below; and all awards and other compensation, including the interest payable thereon and the right to collect and receive the same, made to the present or any subsequent owner of the Real Estate or Equipment for the taking by eminent domain, condemnation or otherwise, of all or any part of the Real Estate or any easement or other right therein, subject to the provisions relating to condemnation awards generally set forth below;

(h)to the extent not prohibited under the applicable contract, consent, license or other item unless the appropriate consent has been obtained, all right, title and interest of Mortgagor in and to (i) all contracts from time to time executed by Mortgagor or any manager or agent on its behalf relating to the ownership, construction, maintenance, repair, operation, occupancy, sale or financing of the Real Estate or Equipment or any part thereof and all agreements and options relating to the purchase or lease of any portion of the Real Estate or any property which is adjacent or peripheral to the Real Estate, together with the right to exercise such optionsand all leases of Equipment, (ii) all consents, licenses, building permits, certificates of occupancy and other governmental approvals relating to construction, completion, occupancy, use or operation of the Real Estate or any part thereof, and (iii) all drawings, plans, specifications and similar or related items relating to the Real Estate; and

(i)all proceeds, both cash and noncash, of the foregoing;

provided that the following property is excluded from the foregoing grants, liens and security interests: (i) any contract, consent, license, permit or other instrument entered into by the Mortgagor (A) that prohibits or requires the consent of any person other than such Mortgagor, which has not been obtained as a condition to the creation by such Mortgagor of a lien on any right, title or interest in such contract, consent, license, permit or other instrument related thereto, (B) to the extent that any requirement of law applicable thereto prohibits the creation of a lien thereon, or (C) to the extent a lien thereon would give any other party a legally enforceable right to terminate such contract, consent, license, permit or other instrument, (ii) property owned by the Mortgagor that is subject to a lien securing purchase money obligations or other obligations permitted under the Credit Agreement if the obligation pursuant to which such lien is granted prohibits or requires the consent of any person other than the Mortgagor, which has not been obtained as a condition to the creation of any other lien on such equipment, and (iii) any property to the extent that such grant of a security interest is prohibited by any requirement of law of a Governmental Authority or requires a consent not obtained of any Governmental Authority pursuant to such requirement of law, but in each case, only, to the extent, and for as long as, such prohibition or legally enforceable right to terminate is not terminated (by consent or otherwise) or rendered unenforceable or otherwise deemed ineffective by the Code or any other requirement of law (All of the foregoing property and rights and interests now owned or held or subsequently acquired by Mortgagor and described in the foregoing clauses (a) through (d) are collectively referred to as the “Premises”, and those described in the foregoing clauses (a) through (i) are collectively referred to as the “Mortgaged Property”),

to secure the repayment of all Credit Facility Obligations (as defined below), all Additional Debt Obligations (as defined below), all Indebtedness (as defined below), including without limitation all Future Advances (as defined below), any and all sums advanced by the Collateral Agent in order to preserve the Collateral or preserve its lien and security interest in the Collateral

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in a manner not in violation of the terms hereof and any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever which may be imposed on, incurred by or asserted against the Collateral Agent in performing its duties hereunder, or in any way relating to or arising out of its actions as Collateral Agent in respect of the Mortgage, including any other unreimbursed fees and expenses for which the Collateral Agent is to be reimbursed pursuant to the terms hereof, except for those resulting solely from the Collateral Agent’s own gross negligence or willful misconduct, in the event of any proceeding for the collection or enforcement of any indebtedness, obligations, or liabilities of the Mortgagor, after an Event of Default on any of the Obligations shall have occurred and be continuing, the reasonable expenses of retaking, holding, preparing for sale, selling or otherwise disposing of or realizing on the Mortgaged Property or of any exercise by the Collateral Agent of its rights hereunder, together with reasonable attorneys’ fees and costs, and all amounts paid by any of the Secured Parties as to which such Secured Party has the right to reimbursement hereunder (collectively, the “Obligations”).

TO HAVE AND TO HOLD the Mortgaged Property and the rights and privileges hereby mortgaged unto Mortgagee, its successors and assigns for the uses and purposes set forth, until they are fully paid and performed, provided, however, that the condition of this Mortgage is such that if such Obligations are fully paid and performed, then the estate hereby granted shall cease, terminate and become void and Mortgagee shall release this Mortgage as required by law.

For purposes hereof, the term “Credit Facility Obligations” shall mean, the full and prompt payment when due (whether at stated maturity, by acceleration or otherwise) of all (x) fees, breakage costs, principal and interest due or to become due and payable under and pursuant to the Credit Facility Documents and (y) all other obligations (including obligations which, but for the automatic stay under Section 362(a) of the Bankruptcy Code, would become due), liabilities and indebtedness of the Borrower or the Mortgagor to the Lenders, the L/C Issuers and Administrative Agent (collectively, the “Bank Secured Parties”) under the Credit Facility Documents (including, without limitation, interest accruing at the then applicable rate provided in the Credit Agreement after the maturity thereof and interest accruing at the then applicable rate provided in the Credit Agreement after the filing of any petition in bankruptcy, or the commencement of any insolvency, reorganization or like proceeding relating to a Borrower Party, whether or not a claim for post-filing or post-petition interest is allowed in such proceeding), whether direct or indirect, absolute or contingent, due or to become due, or now existing or hereafter incurred under, arising out of or in connection with the Credit Facility Documents and the due performance of, and compliance with, all of the terms, conditions and agreements contained therein by the Borrower Parties.

For purposes hereof, the term “Additional Debt Obligations” shall mean the full and prompt payment when due (whether at stated maturity, by acceleration or otherwise) of all (x) fees, breakage costs, principal of and interest on any Additional Secured Debt and (y) all other obligations (including obligations which, but for the automatic stay under Section 362(a) of the Bankruptcy Code, would become due), liabilities and indebtedness of the Borrower Parties to the Additional Debtholders (including, without limitation, interest accruing at the then applicable rate provided in any class of Additional Secured Debt after the maturity thereof and interest accruing at the then applicable rate provided in such Additional Secured Debt after the filing of any petition in bankruptcy, or the commencement of any insolvency, reorganization or like proceeding relating to the Borrower

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Parties, whether or not a claim for post-filing or post-petition interest is allowed in such proceeding), whether direct or indirect, absolute or contingent, due or to become due, or now existing or hereafter incurred under, arising out of or in connection with any Additional Debt Documents, and the due performance of, and compliance with, all of the terms, conditions and agreements contained therein by the Borrower Parties.

This Mortgage secures present and future advances and re-advances, in the aggregate amount of the obligations secured hereby, made by the Secured Parties for the benefit of Borrower Parties, and the lien of such future advances and re-advances shall relate back to the date of this Mortgage.

Terms and Conditions

Mortgagor further represents, warrants, covenants and agrees with Mortgagee and the Secured Parties as follows:

2.Defined Terms. Capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Credit Agreement. References herein to the “Secured Parties” shall mean the collective reference to (i) the Bank Secured Parties, (ii) the Additional Debtholders and (iii) their respective successors and permitted assigns. References herein to “Majority Holders” shall mean, at any time, the holders of over 50% in aggregate principal amount of the outstanding Obligations; provided, that, with respect to any Obligations comprised of indebtedness issued with original issue discount, the amount outstanding at any time shall be the face amount of such indebtedness less the remaining unamortized portion of the original issue discount of such indebtedness at such time as determined in conformity with GAAP.

3.Warranty of Title. Mortgagor warrants that it holds a valid leasehold interest in the Land, and good title to the rest of the Mortgaged Property, subject only to the matters that are set forth in Schedule B of the title insurance policy or policies being issued to Mortgagee to insure the lien of this Mortgage (the “Title Policy”) and other Permitted Liens (collectively, the “Permitted Exceptions”). Mortgagor shall warrant, defend and preserve such title and the lien of this Mortgage against all claims of all persons and entities (not including the holders of the Permitted Exceptions). The Mortgagor has all requisite power and authority to execute and deliver the Mortgage.

4.Payment of Obligations. Mortgagor shall cause the Borrower Parties to pay and perform the Obligations at the times and places and in the manner specified in the Credit Facility Documents and Additional Debt Documents, as applicable.

5.Requirements. Mortgagor shall promptly comply in all material respects with all covenants, restrictions and conditions now or later of record which may be applicable to any of the Mortgaged Property, or applicable to the use, manner of use, occupancy, possession, operation, maintenance, alteration, repair or reconstruction of any of the Mortgaged Property.

6.Payment of Taxes and Other Impositions.

(a)Promptly when due or prior to the date on which any fine, penalty, interest or cost may be added thereto or imposed, Mortgagor shall pay and discharge all taxes, charges and assessments of every kind and nature, all charges for any easement or agreement

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maintained for the benefit of any of the Real Estate, all general and special assessments, levies, permits, inspection and license fees, all water and sewer rents and charges, vault taxes and all other public charges even if unforeseen or extraordinary, imposed upon or assessed against or which may become a lien on any of the Real Estate, or arising in respect of the occupancy, use or possession thereof, together with any penalties or interest on any of the foregoing (all of the foregoing are collectively referred to hereinas the “Impositions”), except where (i) (A) the validity or amount thereof is being contested in good faith by appropriate proceedings, and (B) the Mortgagor has set aside on its books adequate reserves with respect thereto in accordance with GAAP, or (ii) the nonpayment thereof would not reasonably be expected to have a Material Adverse Effect. Upon request by Mortgagee, Mortgagor shall within 30 days after the request of Mortgagee, deliver to Mortgagee evidence reasonably acceptable to Mortgagee showing the payment of any such Imposition. If by law any Imposition, at Mortgagor’s option, may be paid in installments (whether or not interest shall accrue on the unpaid balance of such Imposition), Mortgagor may elect to pay such Imposition in such installments and shall be responsible for the payment of such installments with interest, if any.

(b)Nothing herein shall affect any right or remedy of Mortgagee under Section 13 of this Mortgage or otherwise, without notice or demand to Mortgagor, to pay any Imposition after the date such Imposition shall have become due, and add to the Obligations the amount so paid, together with interest from the time of payment at the Default Rate. Any sums paid by Mortgagee in discharge of any Impositions shall be (i) a lien on the Premises secured hereby prior to any right or title to, interest in, or claim upon the Premises subordinate to the lien of this Mortgage, and (ii) payable on demand by Mortgagor to Mortgagee together with interest at the Default Rate as set forth above.

7.Insurance.

(a)Mortgagor shall comply, or cause Borrower to comply, with Section 6.07 of the Credit Agreement with respect to insurance and shall cause its insurer to (i) provide that no cancellation of coverage or material reduction in amount thereof shall be effective until at least 30 days (except in the event of nonpayment, in which case this period shall be 10 days) after receipt by the Mortgagee of written notice thereof, and (ii) name the Mortgagee as an additional insured party (in the case of liability insurance) or lenders loss payee (in the case of property insurance).

(b)If any portion of the Premises is located in an area identified as a special flood hazard area by the Federal Emergency Management Agency or other applicable agency, Mortgagor shall maintain or cause to be maintained, flood insurance in an amount sufficient to comply with all applicable rules and regulations promulgated pursuant to the National Flood Insurance Act of 1968, as amended.

8.Restrictions on Liens and Encumbrances. Except for the lien of this Mortgage and the Permitted Exceptions and except as otherwise permitted pursuant to the terms of the Credit Agreement, Mortgagor shall not further mortgage, nor otherwise encumber the Mortgaged Property nor create or suffer to exist any lien, charge or encumbrance on the Mortgaged Property, or any part

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thereof, whether superior or subordinate to the lien of this Mortgage and whether recourse or non-recourse.

9.Due on Sale and Other Transfer Restrictions. Except as expressly permitted by the Credit Agreement, Mortgagor shall not sell, transfer, convey or assign all or any portion of, or any interest in, the Mortgaged Property except Dispositions permitted by the Credit Agreement.

10.Condemnation/Eminent Domain. Promptly upon obtaining knowledge of the institution of any proceedings for the condemnation of the Premises, or any portion thereof, Mortgagor will notify Mortgagee of the pendency of such proceedings. All awards and proceeds relating to such condemnation shall be applied in the manner specified in the Credit Agreement.

11.Leases. Except as permitted under the Credit Agreement, with respect to any Lease having an annual rental of more than $50,000, Mortgagor shall not (a) execute an assignment or pledge of any Lease relating to all or any portion of the Mortgaged Property other than in favor of Mortgagee, or (b) without the prior written consent of Mortgagee, execute or permit to exist any Lease of any material portion of the Mortgaged Property, except for Permitted Exceptions.

12.Further Assurances. To further assure Mortgagee’s rights under this Mortgage, Mortgagor agrees promptly upon the reasonable request of Mortgagee, acting at the direction of the Majority Holders, to do any act or execute any additional documents (including, but not limited to, security agreements on any personalty included or to be included in the Mortgaged Property and a separate assignment of Leases in recordable form) as may be reasonably required by Mortgagee to confirm the lien of this Mortgage and all other rights or benefits conferred on Mortgagee by this Mortgage.

13.Mortgagee’s Right to Perform. If Mortgagor fails to perform any of the covenants or agreements of Mortgagor, within the applicable grace period, if any, provided for in the Credit Agreement or in this Mortgage, Mortgagee, acting at the direction of the Majority Holders, without waiving or releasing Mortgagor from any obligation or default under this Mortgage, may, at any time upon 10 days' written notice to Mortgagor (but shall be under no obligation to) pay or perform the same, and the amount or cost thereof, with interest at the Default Rate, shall immediately be due from Mortgagor to Mortgagee and the same shall be secured by this Mortgage and shall be a lien on the Mortgaged Property prior to any right, title to, interest in, or claim upon the Mortgaged Property attaching subsequent to the lien of this Mortgage. No payment or advance of money by Mortgagee under this Section shall be deemed or construed to cure Mortgagor’s default or waive any right or remedy of Mortgagee.

14.Remedies.

(a)Upon the occurrence and during the continuance of any Event of Default, Mortgagee, acting at the direction of the Majority Holders, may immediately take such action, without notice or demand, as it deems advisable to protect and enforce its rights against Mortgagor and in and to the Mortgaged Property, including, but not limited to, the following actions, each of which may be pursued concurrently or otherwise, at such time and in such manner as Mortgagee, acting at the direction of the Majority Holders, may

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determine, in its sole discretion, without impairing or otherwise affecting the other rights and remedies of Mortgagee:

(i)Mortgagee may, to the extent permitted by applicable law, (A) institute and maintain an action of mortgage foreclosure against all or any part of the Mortgaged Property, (B) institute and maintain an action on any Credit Facility Document or Additional Debt Document, or (C) take such other action at law or in equity for the enforcement of this Mortgage or any of the Credit Facility Documents or Additional Debt Documents as the law may allow. Mortgagee may proceed in any such action to final judgment and execution thereon for all sums due hereunder, together with interest thereon as provided in the Credit Agreement and all reasonable costs of suit, including, without limitation, reasonable attorneys’ fees and disbursements. Interest at the Default Rate shall be due on any judgment obtained by Mortgagee from the date of judgment until actual payment is made of the full amount of the judgment; and

(ii)Mortgagee may, or by its agents, attorneys and employees and without regard to the adequacy or inadequacy of the Mortgaged Property or any other collateral as security for the Obligations enter into and upon the Mortgaged Property and each and every part thereof and exclude Mortgagor and its agents and employees therefrom without liability for trespass, damage or otherwise (Mortgagor hereby agreeing to surrender possession of the Mortgaged Property to Mortgagee upon demand at any such time) and use, operate, manage, maintain and control the Mortgaged Property and every part thereof. Following such entry and taking of possession, Mortgagee shall be entitled, without limitation, (x) to lease all or any part or parts of the Mortgaged Property for such periods of time and upon such conditions as Mortgagee may, in its discretion, deem proper, (y) to enforce, cancel or modify any lease, and (z) generally to execute, do and perform any other act, deed, matter or thing concerning the Mortgaged Property as Mortgagee shall deem appropriate as fully as Mortgagor might do.

(b)In case of a foreclosure sale, the Real Estate may be sold, at Mortgagee’s election, acting at the direction of the Majority Holders, in one parcel or in more than one parcel and Mortgagee is specifically empowered (without being required to do so, and in its sole and absolute discretion) to cause successive sales of portions of the Mortgaged Property to be held.

(c)In the event of any breach of any of the covenants, agreements, terms or conditions contained in this Mortgage, Mortgagee, acting at the direction of the Majority Holders, shall be entitled to enjoin such breach and obtain specific performance of any covenant, agreement, term or condition and Mortgagee shall have the right to invoke any equitable right or remedy as though other remedies were not provided for in this Mortgage.

(d)It is agreed that if an Event of Default shall occur and be continuing, any and all proceeds of the Mortgaged Property received by the Mortgagee shall be held by the Mortgagee for the benefit of the Secured Parties as collateral security for the Obligations (whether matured or unmatured), and/or then or at any time thereafter may, in the sole

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discretion of the Mortgagee, acting at the direction of the Majority Holders, be applied by the Mortgagee against the Obligations then due and owing in the following order of priority:

FIRST, to the payment of all reasonable costs and expenses incurred by the Mortgagee in connection with this Mortgage, the Credit Agreement, any other Credit Facility Document, any Additional Debt Document or any of the Obligations, including, without limitation, all court costs and the reasonable fees and expenses of its agents and legal counsel, and any other reasonable costs or expenses incurred in connection with the exercise by the Mortgagee of any right or remedy under this Mortgage, the Credit Agreement, any other Credit Facility Document, or any Additional Debt Document;

SECOND, an amount equal to the outstanding Primary Obligations (as defined below) shall be paid to the Secured Parties, with each Secured Party receiving an amount equal to its outstanding Primary Obligations or, if the proceeds are insufficient to pay in full all such Primary Obligations, its Pro Rata Share (as defined below) of the amount remaining to be distributed; and

THIRD, an amount equal to the outstanding Remaining Obligations (as defined below) shall be paid to the Secured Parties, with each Secured Party receiving an amount equal to its outstanding Remaining Obligations or, if the proceeds are insufficient to pay in full all such Remaining Obligations, its Pro Rata Share of the amount remaining to be distributed;

FOURTH, upon payment of all Remaining Obligations, to the Mortgagor or its successors or assigns, or to whomsoever may be lawfully entitled to receive the same.

For purposes of this Mortgage:

(i)“Pro Rata Share” shall mean, when calculating a Secured Party’s portion of any distribution or amount, that amount (expressed as a percentage) equal to a fraction the numerator of which is the then unpaid amount of such Secured Party’s Primary Obligations or Remaining Obligations, as the case may be, of the Borrower Parties and the denominator of which is the then outstanding amount of all Primary Obligations or Remaining Obligations, as the case may be, of the Borrower Parties;

(ii)“Primary Obligations” shall mean all Obligations of the Borrower Parties secured hereby arising out of or in connection with, the principal of, premium, if any, and interest due under (including all accrued but unpaid interest) the Credit Facility Documents and the Additional Debt Documents at the relevant time; provided, that, with respect to any such Obligations comprised of indebtedness issued with original issue discount, the amount outstanding at any time shall be the face amount of such indebtedness less the remaining unamortized portion of the original issue discount of such indebtedness at such time as determined in conformity with GAAP; and

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(iii)“Remaining Obligations” shall mean all Obligations of the Borrower Parties secured hereby other than Primary Obligations.

(e)When payments to Secured Parties are based upon their respective Pro Rata Shares, the amounts received by such Secured Parties hereunder shall be applied (for purposes of making determinations under this Section 13 only) (i) first, to the Primary Obligations of the Borrower Parties and (ii) second, to the Remaining Obligations of the Borrower Parties. If any payment to any Secured Party of its Pro Rata Share of any distribution would result in overpayment to such Secured Party, such excess amount shall instead be distributed in respect of the unpaid Primary Obligations or Remaining Obligations, as the case may be, of the other Secured Parties, with each Secured Party whose Primary Obligations or Remaining Obligations, as the case may be, have not been paid in full to receive an amount equal to such excess amount multiplied by a fraction the numerator of which is the unpaid Primary Obligations or Remaining Obligations, as the case may be, of such Secured Party and the denominator of which is the unpaid Primary Obligations or Remaining Obligations, as the case may be, of all Secured Parties entitled to such distribution.

(f)All payments required to be made hereunder shall be made (i) if to the Bank Secured Parties, to the Administrative Agent, and (ii) if to Additional Debtholders, to the Additional Debtholders or, if applicable, the relevant Additional Secured Debt Agent.

(g)For purposes of applying payments received in accordance with this Section 13, the Mortgagee shall be entitled to rely upon the Secured Parties for a written determination of the outstanding Primary Obligations and Remaining Obligations owed to the Bank Secured Parties and the Additional Debtholders, respectively.

(h)It is understood and agreed that the Mortgagor shall remain liable to the extent of any deficiency between the amount of the available proceeds of the Mortgaged Property encumbered hereunder and the aggregate amount of the Obligations of the Borrower Parties.

Notwithstanding anything to the contrary in this Mortgage, (i) all actions required or permitted to be taken under this Mortgage by the Bank Secured Parties shall be so taken only by the Administrative Agent on behalf of the Bank Secured Parties, as directed by the Lenders, and all actions required or permitted to be taken under this Mortgage by the Additional Debtholders shall be so taken only by the Additional Debtholders or, if applicable, the relevant Additional Secured Debt Agent on behalf of the Additional Debtholders as directed by the Additional Debtholders and (ii) all payments received by the Collateral Agent and (A) required to be made with respect to the Credit Facility Obligations shall be paid to the Administrative Agent, or (B) required to be made with respect to the Additional Debt Obligations under the Additional Debt Documents shall be paid to the Additional Debtholders or, if applicable, the relevant Additional Secured Debt Agent and the Mortgagee shall be entitled (but not required) to conclusively rely upon and act in accordance with any instructions from the Administrative Agent and the Additional Debtholders or, if applicable, any relevant Additional Secured Debt Agent subject to the terms and conditions of this Mortgage and to assume that such instructions are being given in accordance with such Credit Facility Documents and the terms of the Additional Debt Documents, respectively.

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15.Right of Mortgagee to Credit Sale. Upon the occurrence of any sale made under this Mortgage, whether made by virtue of judicial proceedings or of a judgment or decree of foreclosure and sale, Mortgagee, acting at the direction of the Majority Holders, may bid for and acquire the Mortgaged Property or any part thereof. In lieu of paying cash therefor, Mortgagee may make settlement for the purchase price by crediting upon the Obligations or other sums secured by this Mortgage, the net sales price after deducting therefrom the expenses of sale and the cost of the action and any other sums which Mortgagee is authorized to deduct under this Mortgage. In such event, this Mortgage, the other Credit Facility Documents, the other Additional Debt Documents, and documents evidencing expenditures secured hereby may be presented to the person or persons conducting the sale in order that the amount so used or applied may be credited upon the Obligations as having been paid.

16.Appointment of Receiver. If an Event of Default shall have occurred and be continuing, Mortgagee, acting at the direction of the Majority Holders, as a matter of right and without notice to Mortgagor, unless otherwise required by applicable law, and without regard to the adequacy or inadequacy of the Mortgaged Property or any other collateral or the interest of Mortgagor therein as security for the Obligations, shall have the right to apply to any court having jurisdiction to appoint a receiver or receivers or other manager of the Mortgaged Property, and Mortgagor hereby irrevocably consents to such appointment and waives notice of any application therefor (except as may be required by law). Any such receiver or receivers or manager shall have all the usual powers and duties of receivers in like or similar cases and all the powers and duties of Mortgagee in case of entry as provided in this Mortgage, including, without limitation and to the extent permitted by law, the right to enter into leases of all or any part of the Mortgaged Property, and shall continue as such and exercise all such powers until the date of confirmation of sale of the Mortgaged Property unless such receivership is sooner terminated.

17.Extension, Release, etc.

(a)Without affecting the lien or charge of this Mortgage upon any portion of the Mortgaged Property not then or theretofore released as security for the full amount of the Obligations, Mortgagee may, acting at the direction of the Majority Holders, from time to time and without notice, agree to (i) release any person liable for the indebtedness borrowed or guaranteed under the Credit Facility Documents or the Additional Debt Documents, (ii) extend the maturity or alter any of the terms of the indebtedness borrowed or guaranteed under the Credit Facility Documents or the Additional Debt Documents or any other guaranty thereof, (iii) grant other indulgences, (iv) release or reconvey, or cause to be released or reconveyed at any time at Mortgagee’s option any parcel, portion or all of the Mortgaged Property, (v) take or release any other or additional security for any obligation herein mentioned, or (vi) make compositions or other arrangements with debtors in relation thereto.

(b)No recovery of any judgment by Mortgagee and no levy of an execution under any judgment upon the Mortgaged Property or upon any other property of Mortgagor shall affect the lien of this Mortgage or any liens, rights, powers or remedies of Mortgagee hereunder, and such liens, rights, powers and remedies shall continue unimpaired.

(c)If Mortgagee shall have the right to foreclose this Mortgage, Mortgagor authorizes Mortgagee to foreclose the lien of this Mortgage subject to the rights of any

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tenants of the Mortgaged Property. The failure to make any such tenants parties defendant to any such foreclosure proceeding and to foreclose their rights, or to provide notice to such tenants as required in any statutory procedure governing a sale of the Mortgaged Property, or to terminate such tenant's rights in such sale will not be asserted by Mortgagor as a defense to any proceeding instituted by Mortgagee to collect the Obligations or to foreclose the lien of this Mortgage.

(d)Unless expressly provided otherwise, in the event that ownership of this Mortgage and title to the Mortgaged Property or any estate therein shall become vested in the same person or entity, this Mortgage shall not merge in such title but shall continue as a valid lien on the Mortgaged Property for the amount secured hereby.

18.Security Agreement under Uniform Commercial Code.

(a)It is the intention of the parties hereto that this Mortgage shall constitute a “security agreement” within the meaning of the Uniform Commercial Code of the State in which the Mortgaged Property is located (the “Code”). Accordingly, Mortgagor hereby grants to Mortgagee a security interest in that portion of the Mortgaged Property that constitutes personal property pursuant to the Code. If an Event of Default shall occur and be continuing, then in addition to having any other right or remedy available at law or in equity, Mortgagee, acting at the direction of the Majority Holders, shall have the option of either (i) proceeding under the Code and exercising such rights and remedies as may be provided to a secured party by the Code with respect to all or any portion of the Mortgaged Property which is personal property (including, without limitation, taking possession of and selling such property) or (ii) treating such property as real property and proceeding with respect to both the real and personal property constituting the Mortgaged Property in accordance with Mortgagee’s rights, powers and remedies with respect to the real property (in which event the default provisions of the Code shall not apply). If Mortgagee shall elect to proceed under the Code, then ten days’ notice of sale of the personal property shall be deemed reasonable notice and the reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by Mortgagee shall include, but not be limited to, reasonable attorneys’ fees and legal expenses. At Mortgagee’s request, during the continuance of an Event of Default, Mortgagor shall assemble the personal property and make it available to Mortgagee at a place designated by Mortgagee which is reasonably convenient to both parties.

(b)Mortgagor and Mortgagee agree, to the extent permitted by law, that: (i) all of the goods described within the definition of the word “Equipment” are or are to become fixtures on the Real Estate; (ii) this Mortgage upon recording or registration in the real estate records of the proper office shall constitute a financing statement filed as a “fixture filing” within the meaning of the Code; (iii) The Dayton Power and Light Company is the record owner of the Land; and (iv) the addresses of Mortgagor and Mortgagee are as set forth on the first page of this Mortgage.

(c)Mortgagor agrees that this instrument, or a reproduction thereof, may be filed in the real estate records or other appropriate index as a financing statement for any of the items specified above (including fixtures) as part of the Mortgaged Property, and authorizes

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Mortgagee to make any such filings Mortgagee, acting at the direction of the Majority Holders, deems necessary or proper. Mortgagor’s execution of this Mortgage constitutes an authentication pursuant to the Code of the security agreement contained herein, thereby authorizing Mortgagee to file and record such financing statements, amendments and other UCC forms as may be necessary or appropriate to establish and maintain the priority of its lien and security interests created under this Mortgage. Any reproduction of this instrument or of any other security agreement or financing statement (meeting the requirements of the Code) will be sufficient as a financing statement. Mortgagor agrees to execute and deliver to Mortgagee upon request, any financing statements (other than financing statements such as those currently prescribed by the Code, which are not required to be executed by the debtor or secured party), as well as extensions, renewals and amendments thereof, and reproductions of this instrument in such form as may be required by law or reasonably required by Mortgagee to perfect a security interest with respect to those items. Mortgagor will pay all costs of filing such financing statements and any extensions, renewals, amendments and releases thereof, and will pay all reasonable costs and expenses of any record searches for financing statements Mortgagee may reasonably require.

19.Assignment of Leases and Rents.

(a)Mortgagor hereby assigns to Mortgagee the Leases and Rents as further security for the payment of and performance of the Obligations, and Mortgagor grants to Mortgagee the right to enter the Mortgaged Property for the purpose of collecting the same and to let the Mortgaged Property or any part thereof, and to apply the Rents on account of the Obligations. The foregoing assignment and grant is present and absolute and shall continue in effect until the Obligations are fully paid and performed, but Mortgagee hereby waives the right to enter the Mortgaged Property for the purpose of collecting the Rents and Mortgagor shall have a license and be entitled to collect, receive, use and retain the Rents until the occurrence of an Event of Default, such right of Mortgagor to collect, receive, use and retain the Rents may be revoked by Mortgagee upon the occurrence and during the continuance of any Event of Default under this Mortgage by giving not less than ten days’ written notice of such revocation to Mortgagor; in the event such notice is given, Mortgagor shall pay over to Mortgagee, or to any receiver appointed to collect the Rents, any lease security deposits, and shall pay monthly in advance to Mortgagee, or to any such receiver, the fair and reasonable rental value as determined by Mortgagee for the use and occupancy of such part of the Mortgaged Property as may be in the possession of Mortgagor or any affiliate of Mortgagor, and upon default in any such payment Mortgagor and any such affiliate will vacate and surrender the possession of the Mortgaged Property to Mortgagee or to such receiver, and in default thereof may be evicted by summary proceedings or otherwise. Mortgagor has not affirmatively done any act which would prevent Mortgagee from, or limit Mortgagee in, acting under any of the provisions of the foregoing assignment.

(b)No action has been brought or, so far as is known to Mortgagor, is threatened, which would interfere in any way with the right of Mortgagor to execute the foregoing assignment and perform all of Mortgagor’s obligations contained in this Section and in the Leases.

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20.Additional Rights. The holder of any subordinate lien or subordinate mortgage on the Mortgaged Property shall have no right to terminate any Lease whether or not such Lease is subordinate to this Mortgage nor shall Mortgagor consent to any holder of any subordinate lien or subordinate mortgage joining any tenant under any Lease in any action to foreclose the lien or modify, interfere with, disturb or terminate the rights of any tenant under any Lease. By recordation of this Mortgage all subordinate lienholders and the mortgagees and beneficiaries under subordinate mortgages are subject to and notified of this provision, and any action taken by any such lienholder or beneficiary contrary to this provision shall be null and void. Upon the occurrence and during the continuance of any Event of Default, Mortgagee may, acting at the direction of the Majority Holders, in its sole discretion and without regard to the adequacy of its security under this Mortgage, apply all or any part of any amounts on deposit with Mortgagee under this Mortgage against all or any part of the Obligations. Any such application shall not be construed to cure or waive any Default or Event of Default or invalidate any act taken by Mortgagee on account of such Default or Event of Default.

21.Notices. All notices, requests, demands and other communications hereunder shall be given in accordance with the provisions of subsection 10.02 of the Credit Agreement to Mortgagor and to Mortgagee at their respective addresses specified in the Preamble of this Mortgage.

1.Amendments, Waivers and Consents. Any amendment or waiver of any provision of this Mortgage and any consent to any departure by the Mortgagor from any provision of this Mortgage shall be effective only if made or given in compliance with all of the terms and provisions of the Credit Facility Documents and the Additional Debt Documents necessary for amendments or waivers of, or consents to any departure by the Mortgagor from any provision of the Credit Facility Documents or any Additional Debt Document, as the case may be, and only if such amendment, waiver or consent is in writing duly signed by the Mortgagor and the Mortgagee (with the written consent of the Majority Holders, unless such consent would not be required under the Credit Facility Documents); provided, however, that any change, waiver, modification or variance materially adversely affecting the rights and benefits of a single Class (as defined below) of Secured Parties (and not all Secured Parties in a like or similar manner) shall also require the written consent of the Requisite Holders (as defined below) of such affected Class; provided, further, that any Class shall not be considered to be affected differently from any other Class due to the Obligations of any such other Class being paid, repaid, refinanced, renewed or extended and the Collateral being released, in whole or in part (whether by action of such other Class or otherwise), as security for a particular Class. For the purpose of this Mortgage, the term “Class” shall mean, at any time, each class of Secured Parties with outstanding Obligations secured hereby at such time, i.e., (x) the Bank Secured Parties and (y) any other class of Additional Secured Debt secured hereby; providedthat, without limiting the foregoing, it is expressly acknowledged and agreed that other creditors may be added as “Secured Parties” hereunder (either as part of an existing Class of creditors or as a newly created Class), and that such addition shall not require the written consent of the Requisites Holders of the various Classes. For the purpose of this Mortgage, the term “Requisite Holders” of any Class shall mean each of (i) with respect to the Credit Agreement, the Required Lenders (as that term is defined in the Credit Agreement) and (ii) with respect to any other class of Additional Secured Debt, the holders of more than fifty percent (50%) of such class of Additional Secured Debt outstanding from time to time. Any agreement made by Mortgagor and Mortgagee after the

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date of this Mortgage relating to this Mortgage shall be superior to the rights of the holder of any intervening or subordinate lien or encumbrance.

Failure of the Mortgagee or any Secured Party to exercise, or delay in exercising, any right, power or privilege hereunder shall not operate as a waiver thereof. No single or partial exercise of any right, power or privilege hereunder shall preclude any other or further exercise thereof or the exercise of any other right, power or privilege. A waiver of any right or remedy hereunder on any one occasion shall not be construed as a bar to any right or remedy that the Mortgagee or the Secured Parties would otherwise have on any future occasion. The rights and remedies herein provided are cumulative, may be exercised singly or concurrently and are not exclusive of any rights or remedies provided by law.

2.Partial Invalidity. In the event any one or more of the provisions contained in this Mortgage shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision hereof, but each shall be construed as if such invalid, illegal or unenforceable provision had never been included. Notwithstanding to the contrary anything contained in this Mortgage or in any provisions of any Credit Facility Documents or Additional Debt Documents, the obligations of the Borrower Parties and of any other obligor under any Credit Facility Documents or Additional Debt Documents shall be subject to the limitation that Mortgagee shall not charge, take or receive, nor shall the Borrower Parties or any other obligor be obligated to pay to Mortgagee, any amounts constituting interest in excess of the maximum rate permitted by law to be charged by the Bank Secured Parties or the Additional Debtholders.

3.Mortgagor’s Waiver of Rights. To the fullest extent permitted by law, Mortgagor waives the benefit of all laws now existing or that may subsequently be enacted providing for (a) any appraisement before sale of any portion of the Mortgaged Property, (b) any extension of the time for the enforcement of the collection of the Obligations or the creation or extension of a period of redemption from any sale made in collecting such debt and (c) exemption of the Mortgaged Property from attachment, levy or sale under execution or exemption from civil process. To the full extent Mortgagor may do so, Mortgagor agrees that Mortgagor will not at any time insist upon, plead, claim or take the benefit or advantage of any law now or hereafter in force providing for any appraisement, valuation, stay, exemption, extension or redemption, or requiring foreclosure of this Mortgage before exercising any other remedy granted hereunder and Mortgagor, for Mortgagor and its successors and assigns, and for any and all persons ever claiming any interest in the Mortgaged Property, to the extent permitted by law, hereby waives and releases all rights of redemption, valuation, appraisement, stay of execution, notice of election to mature (except as expressly provided in the Credit Facility Documents or the Additional Debt Documents) or declare due the whole of the secured indebtedness and marshalling in the event of exercise by Mortgagee of the foreclosure rights or other rights hereby created.

4.Remedies Not Exclusive. Mortgagee shall be entitled to enforce payment and performance of the Obligations and to exercise all rights and powers under this Mortgage or under any of the other Credit Facility Documents, Additional Debt Documents or other agreement or any laws now or hereafter in force, notwithstanding some or all of the Obligations may now or hereafter be otherwise secured, whether by deed of trust, mortgage, security agreement, pledge, lien, assignment or otherwise. Neither the acceptance of this Mortgage nor its enforcement, shall prejudice or in any manner affect Mortgagee’s rights to realize upon or enforce any other security now or hereafter held by Mortgagee, it being agreed that Mortgagee, acting at the direction of the Majority Holders, shall be entitled to enforce this Mortgage and any other security now or hereafter held by Mortgagee in such order and manner as Mortgagee may determine in its absolute discretion. No remedy herein conferred upon or reserved to Mortgagee is intended to be exclusive of any other remedy herein or by law provided or permitted, but each shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute. Every power or remedy given by any of the Credit Facility Documents and the Additional Debt Documents to Mortgagee or to which Mortgagee may otherwise be entitled, may be exercised, concurrently or independently, from time to time and as often as may be deemed expedient by Mortgagee, as the case may be. In no event shall Mortgagee, acting at the direction of the Majority Holders, in the exercise of the remedies provided in this Mortgage (including, without limitation, in connection with the assignment of Leases and Rents to Mortgagee, or the appointment of a receiver and the entry of such receiver on to all or any part of the Mortgaged Property), be deemed a “mortgagee in possession,” and Mortgagee shall not in any way be made liable for any act, either of commission or omission, in connection with the exercise of such remedies, in the absence of gross negligence or willful misconduct.

5.Multiple Security. If (a) the Real Estate shall consist of one or more parcels, whether or not contiguous and whether or not located in the same county, or (b) in addition to this Mortgage, Mortgagee shall now or hereafter hold or be the beneficiary of one or more additional mortgages, liens, deeds of trust or other security (directly or indirectly) for the Obligations upon other property in the State in which the Premises are located (whether or not such property is owned by Mortgagor or by others) or (c) both the circumstances described in clauses (a) and (b) shall be true, then to the fullest extent permitted by law, Mortgagee may, at its election, commence or consolidate in a single foreclosure action all foreclosure proceedings against all such collateral securing the Obligations (including the Mortgaged Property), which action may be brought or consolidated in the courts of, or sale conducted in, any county in which any of such collateral is located. Mortgagor acknowledges that the right to maintain a consolidated foreclosure action is a specific inducement to the Bank Secured Parties and any Additional Debtholders to extend the indebtedness borrowed pursuant to or guaranteed by the Credit Facility Documents and/or Additional Debt Documents, as applicable, and Mortgagor expressly and irrevocably waives any objections to the commencement or consolidation of the foreclosure proceedings in a single action and any objections to the laying of venue or based on the grounds of forum non conveniens which it may now or hereafter have. Mortgagor further agrees that if Mortgagee shall be prosecuting one or more foreclosure or other proceedings against a portion of the Mortgaged Property or against any collateral other than the Mortgaged Property, which collateral directly or indirectly secures the Obligations, or if Mortgagee shall have obtained a judgment of foreclosure and sale or similar judgment against such collateral, then, whether or not such proceedings are being maintained or judgments were obtained in or outside the State in which the Premises are located, Mortgagee may commence or continue any foreclosure proceedings and exercise its other remedies granted in this Mortgage against all or any part of the Mortgaged Property and Mortgagor waives any objections to the commencement or continuation of a foreclosure of this Mortgage or exercise of any other remedies hereunder based on such other proceedings or judgments, and waives any right to seek to dismiss, stay, remove, transfer or consolidate either any action under this Mortgage or such other proceedings on such basis. Neither the commencement nor continuation of proceedings to foreclose this Mortgage, nor the exercise of any other rights hereunder nor the recovery of any judgment by Mortgagee in any such proceedings or the occurrence of any sale in any such proceedings shall prejudice, limit or preclude Mortgagee’s right to commence or continue one or more foreclosure or other proceedings or obtain a judgment against any other collateral (either in or outside the State in which the Premises are located) which directly or indirectly secures the Obligations, and Mortgagor expressly waives any objections to the commencement of, continuation of, or entry of a judgment in such other sales or proceedings or exercise of any remedies in such sales or proceedings based upon any action or judgment connected to this Mortgage, and Mortgagor also waives any right to seek to dismiss, stay, remove, transfer or consolidate either such other sales or proceedings or any sale or action under this Mortgage on such basis. It is expressly understood and agreed that to the fullest extent permitted by law, Mortgagee may, acting at the direction of the Majority Holders, at its election, cause the sale of all collateral which is the subject of a single foreclosure action at either a single sale or at multiple sales conducted simultaneously and take such other measures as are appropriate in order to effect the agreement of the parties to dispose of and administer all collateral securing the Obligations (directly or indirectly) in the most economical and least time-consuming manner.

6.Successors and Assigns. All covenants of Mortgagor contained in this Mortgage are imposed solely and exclusively for the benefit of Mortgagee, the Bank Secured Parties and the Additional Debtholders, and their respective successors and assigns, and no other person or entity shall have standing to require compliance with such covenants or be deemed, under any circumstances, to be a beneficiary of such covenants, any or all of which may be freely waived in whole or in part by Mortgagee, acting at the direction of the Majority Holders, at any time if in its sole discretion it deems such a waiver advisable. All such covenants of Mortgagor shall run with the land and bind Mortgagor, the successors and assigns of Mortgagor (and each of them) and all subsequent owners, encumbrancers and tenants of the Mortgaged Property, and shall inure to the benefit of Mortgagee and its successors and assigns.

7.No Waivers, etc. Any failure by Mortgagee to insist upon the strict performance by Mortgagor of any of the terms and provisions of this Mortgage shall not be deemed to be a waiver of any of the terms and provisions hereof, and Mortgagee, notwithstanding any such failure, acting at the direction of the Majority Holders, shall have the right thereafter to insist upon the strict performance by Mortgagor of any and all of the terms and provisions of this Mortgage to be performed by Mortgagor. Mortgagee, acting at the direction of the Majority Holders, may release, regardless of consideration and without the necessity for any notice to or consent by the holder of any subordinate lien on the Mortgaged Property, any part of the security held for the obligations secured by this Mortgage without, as to the remainder of the security, in any way impairing or affecting the lien of this Mortgage or the priority of such lien over any subordinate lien or mortgage.

8.Governing Law, etc. This Mortgage shall be governed by and construed and interpreted in accordance with the laws of the State in which the Premises are located, except that Mortgagor expressly acknowledges that by their respective terms the other Credit Facility Documents shall be governed and construed in accordance with the laws of the State of New York, and for purposes of consistency, Mortgagor agrees that in any in personam proceeding related to this Mortgage the rights of the parties to this Mortgage shall also be governed by and construed in accordance with the laws of the State of New York governing contracts made and to be performed in that State.

9.Certain Definitions. Unless the context clearly indicates a contrary intent or unless otherwise specifically provided herein, words used in this Mortgage shall be used interchangeably in singular or plural form and the word “Mortgagor” shall mean “each Mortgagor or any subsequent owner or owners of the Mortgaged Property or any part thereof or interest therein,” the word “Mortgagee” shall mean “Mortgagee or any successor Collateral Agent,” the word “person” shall include any individual, corporation, partnership, limited liability company, trust, unincorporated association, government, governmental authority, or other entity, and the words “Mortgaged Property” shall include any portion of the Mortgaged Property or interest therein. Whenever the context may require, any pronouns used herein shall include the corresponding masculine, feminine or neuter forms, and the singular form of nouns and pronouns shall include the plural and vice versa. The captions in this Mortgage are for convenience or reference only and in no way limit or amplify the provisions hereof.

10.Release. If any of the Mortgaged Property shall be sold, transferred or otherwise disposed of by any Mortgagor in a transaction permitted by the Credit Facility Documents and any Additional Debt Documents, then the Mortgagee, acting at the direction of the Majority Holders, at the request and sole expense of such Mortgagor, shall execute and deliver to such Mortgagor all releases or other documents reasonably necessary or desirable for the release of the Liens created hereby on such Mortgaged Property.

11.Conflict With Credit Agreement. In the event of any conflict or inconsistency between the terms and provisions of this Mortgage and the terms and provisions of the Credit Facility Documents or any Additional Debt Documents, the terms and provisions of the Credit Facility Documents and any Additional Debt Documents, shall govern, other than with respect to the section of this Mortgage captioned “Governing Law, etc.”.

32.    Additional Secured Debt. Any Additional Secured Debt issued after the date hereof shall be secured equally and ratably with the Credit Facility Obligations, and, in connection with such Additional Secured Debt, (i) the lien of this instrument shall be confirmed pursuant to a duly executed, acknowledged and recorded Mortgage Supplement substantially in the form of Annex A hereto (the “Mortgage Supplement”) and (ii) Mortgagor shall deliver to Mortgagee an ALTA 11-06 modification endorsement to the Title Policy, dated as of the date of recording of such Mortgage Supplement, insuring the priority of the lien of this Mortgage over defects in or liens or encumbrances on title, except for those shown in the Title Policy and other Permitted Liens.

33.    Leasehold Mortgage. Notwithstanding anything contained herein to the contrary, and in addition to any rights, privileges and remedies granted to the Mortgagee elsewhere in this Mortgage, the Mortgagee shall have, and the Mortgagor hereby grants to the Mortgagee for the benefit of the Secured Parties, any and all rights, privileges and remedies related to the leasehold estate created by the Ground Lease (including without limitation, any renewal rights and options to purchase contained in the Ground Lease) without the necessity of particularly specifying any or all of such rights, privileges and remedies that are or could be granted to leasehold mortgagees pursuant to the Ground Lease.

The Mortgagor hereby represents, covenants and agrees that:

(a)The Ground Lease is a valid and subsisting lease for the term therein set forth, is in full force and effect in accordance with the terms thereof, has not been modified except as expressly set forth herein and Mortgagor is the holder of lessee’s interest thereunder. No material default exists, and to the best knowledge of Mortgagor, no event or act has occurred and no condition exists which with the passage of time or the giving of notice or both would constitute a default under the Ground Lease.

(b)This Mortgage is lawfully executed and delivered in conformity with the Ground Lease and any and all consents required under the Ground Lease have been timely received and are effective.

(c)The Mortgagor will pay when due the rents, taxes and other sums and charges mentioned in and made payable by the Mortgagor under the Ground Lease.

(d)The Mortgagor will promptly perform and observe all of the terms, covenants and conditions required to be performed and observed by it under the Ground Lease, within the periods (including any grace or cure periods) provided therein, and will do all things reasonably necessary to preserve and to keep unimpaired its rights under the Ground Lease. In the event of the failure of Mortgagor to make any payment required to be made by the Mortgagor pursuant to the provisions of the Ground Lease or to observe, abide by, discharge or perform, or cause to be observed, kept, discharged or performed, any of the terms, obligations, covenants, conditions, agreements, indemnities, representations, warranties or liabilities of the Ground Lease in each case within the periods (including any grace or cure periods) provided therein, the Mortgagor does hereby irrevocably appoint and constitute the Mortgagee as its true and lawful attorney in fact, which appointment is irrevocable and coupled with an interest, in its name, place and stead, to take any and all actions deemed necessary or desirable by the Mortgagee to perform and comply with all of the obligations of the Mortgagor under the Ground Lease; to do and take, but without any obligation so to do, any action which the Mortgagee deems necessary or desirable to prevent or cure any default by the Mortgagor under the Ground Lease; to enter into and upon the Mortgaged Property or any part thereof to such extent and as often as the Mortgagee, in its reasonable discretion, deems necessary or desirable in order to prevent or cure any default of the Mortgagor pursuant thereto; to the end that the rights of the Mortgagor in and to the leasehold estate created by the Ground Lease shall be kept unimpaired and free from default, and all sums so expended by the Mortgagee, with interest thereon at the Default Rate from the date of each such expenditure, shall be paid by the Mortgagor to the Mortgagee promptly upon demand by the Mortgagee and shall be added to the indebtedness secured hereby. The Mortgagor shall, within five (5) days after written request by the Mortgagee, execute and deliver to the Mortgagee, or to any person designated by the Mortgagee, such further instruments, agreements, powers, assignments, conveyances or the like as may be reasonably necessary to complete or perfect the interest, rights or powers of the Mortgagee pursuant hereto.

(e)The Mortgagor will promptly (i) notify the Mortgagee in writing of the receipt by it of any notice of default from the lessor under the Ground Lease; (ii) notify the Mortgagee in writing of the receipt by it of any notice under the Ground Lease of the termination of the Ground Lease; (iii) cause a copy of each such notice received by the Mortgagor from the lessor under the Ground Lease to be delivered to the Mortgagee; and (iv) cause a copy of any notice of election or the exercise of any rights of option, purchase or renewal under the Ground Lease sent by the Mortgagor to the lessor under Ground Lease, to be delivered to the Mortgagee.

(f)The Mortgagor will not terminate or surrender or suffer or permit any termination or surrender of the Ground Lease, nor modify the Ground Lease in any material respect, without the prior written consent of the Mortgagee.

(g)The Mortgagor will, within twenty (20) days after written demand from the Mortgagee, obtain from the lessor under the Ground Lease and deliver to the Mortgagee an estoppel certificate that complies with the requirements set forth in the Ground Lease.

(h)The Mortgagor will furnish to the Mortgagee upon reasonable request, proof of payment of all items which are required to be paid by the Mortgagor pursuant to the Ground Lease and a statement of any such payments which the Mortgagor is contesting or arbitrating pursuant to the terms of the Ground Lease.

(i)The Mortgagor will not consent to the subordination of the Ground Lease to any lien on the fee estate of the lessor under the Ground Lease, without the prior written consent of the Mortgagee.

(j)Except to the extent permitted by the Credit Facility Documents, to the extent that Mortgagor has or may acquire any rights or options to renew or extend the term of the Ground Lease, or to purchase any right, title or interest in or to all or any portion of the Land covered by the Ground Lease, Mortgagor shall exercise any or all of such rights or options as may be required to preserve the leasehold estate and purchase options through the Maturity Date. The Mortgagor shall give the Mortgagee simultaneous written notice of the exercise of any such option or right to renew or extend, together with a copy of the instrument given to the lessor under the Ground Lease exercising such option or right, and thereafter, shall promptly deliver to the Mortgagee a copy of any acknowledgment by the lessor with respect to the exercise of such option or right.

(k)Upon the occurrence and during the continuance of any Event of Default, all options, elections, consents and approval rights conferred upon Mortgagor as lessee under the Ground Lease, together with the right of termination, cancelation, modification, change, supplement, alteration or amendment of the Ground Lease, all of which have been assigned for collateral purposes to Mortgagee, shall automatically vest exclusively in and be exercisable solely by Mortgagee.

(l)So long as this Mortgage is in effect, there shall be no merger of the Ground Lease or any interest therein, or of the leasehold estate created thereby, with the fee estate in the Land or any portion thereof by reason of the fact that the Ground Lease or such interest therein may be held directly or indirectly by or for the account of any person who shall hold the lessor’s fee estate in the Land or any portion thereof or any interest of the lessor under the Ground Lease. In case the Mortgagor acquires fee title to the Land, this Mortgage shall attach to and cover and be a lien upon the fee title acquired, and such fee title shall, without further assignment, mortgage or conveyance, become and be subject to the lien of and covered by this Mortgage, and the lien of this Mortgage shall be prior to the lien of any mortgage placed on the acquired fee estate after the date of this Mortgage. Mortgagor shall notify Mortgagee of any such acquisition and, on written request by Mortgagee, shall cause to be executed and recorded all such other and further assurances or other instruments in writing as may in the reasonable opinion of Mortgagee be necessary or appropriate to effect the intent and meaning hereof and shall deliver to Mortgagee an endorsement to Mortgagee’s loan title insurance policy insuring that such fee title or other estate is subject to the lien of this Mortgage.

(m)If the Ground Lease shall be terminated prior to the natural expiration of its terms, and if, pursuant to any provision of the Ground Lease or otherwise, Mortgagee or its designee shall acquire from the lessor under such Ground Lease a new lease of the Land or any part thereof, Mortgagor shall have no right, title or interest in or to such new lease or the leasehold estate created thereby, or renewal privileges therein contained.

(n)    Bankruptcy Provisions.

(i)        The lien of this Mortgage shall attach to all of Mortgagor’s rights and remedies at any time arising under or pursuant to Section 365(h) of the Bankruptcy Code, including all of Mortgagor’s rights to remain in possession of the Mortgaged Property. Mortgagor shall not, without Mortgagee’s prior written consent, elect to treat the Ground Lease as terminated under Section 365(h)(1)(A)(i) of the Bankruptcy Code. Any such election made without Mortgagee’s consent shall be void.

(ii)     Mortgagor hereby unconditionally assigns, transfers and sets over to Mortgagee all of Mortgagor’s claims and rights to the payment of damages arising from any rejection of the Ground Lease by the lessor or any other fee owner of any leasehold parcel or any portion thereof under the Bankruptcy Code. Mortgagee shall have the right, if an Event of Default shall have occurred and be continuing or if Mortgagor fails to do so at least five (5) Business Days prior to the last day on which Mortgagor has the right to do so, to proceed in its own name or in the name of Mortgagor in respect of any claim, suit, action or proceeding relating to the rejection of the Ground Lease by the lessor or any other party, including the right to file and prosecute under the Bankruptcy Code, without joining or the joinder of Mortgagor, any proofs of claim, complaints, motions, applications, notices and other documents. Any amounts received by Mortgagee as damages arising out of the rejection of the Ground Lease as aforesaid shall be applied in accordance with Section 13 hereof. Mortgagor acknowledges that the assignment of all claims and rights to the payment of damages from the rejection of the Ground Lease made under this Mortgage constitutes a present irreversible and unconditional assignment and Mortgagor shall, at the request of Mortgagee, promptly deliver, in form and substance satisfactory to Mortgagee, a UCC Financing Statement in connection with such assignment, and Mortgagor authorizes Mortgagee to file such UCC Financing Statement and any amendments or modifications thereto. Mortgagor shall, at the request of Mortgagee, make, execute, acknowledge, and deliver, in form and substance reasonably satisfactory to Mortgagee, all such additional instruments, agreements and other documents, as may at any time hereafter be reasonably required by Mortgagee to carry out such assignment.

(iii)    If pursuant to Section 365(h)(1)(B) of the Bankruptcy Code, Mortgagor shall seek to offset against the rent reserved in the Ground Lease the amount of any damages caused by the nonperformance by the lessor or any other party of any of their respective obligations under such Ground Lease after the rejection by the lessor or such other party of such Ground Lease under the Bankruptcy Code, then Mortgagor shall, prior to effecting such offset, notify Mortgagee of its intent to do so, setting forth the amount proposed to be so offset and the basis therefor. In such event, Mortgagee shall have the right to object to all or any part of such offset that, in the reasonable judgment of Mortgagee, would constitute a breach of such Ground Lease, and in the event of such objection, Mortgagor shall not effect any offset of the amounts found objectionable by Mortgagee. Neither Mortgagee’s failure to object as aforesaid nor any objection relating to such offset shall constitute an approval of any such offset by Mortgagee.

(iv)    Mortgagor shall, after obtaining knowledge thereof, promptly notify Mortgagee of any filing by or against the lessor or other party with an interest in the Mortgaged Property of a petition under the Bankruptcy Code. Mortgagor shall promptly deliver to Mortgagee, following receipt, copies of any and all notices, summonses, pleadings, applications and other documents received by Mortgagor in connection with any such petition and any proceedings relating thereto.

(v)      If there shall be filed by or against Mortgagor a petition under the Bankruptcy Code and Mortgagor, as lessee under the Ground Lease, shall determine to reject the Ground Lease pursuant to Section 365(a) of the Bankruptcy Code, then Mortgagor shall give Mortgagee not less than twenty (20) days’ prior notice of the date on which Mortgagor shall apply to the Bankruptcy Court for authority to reject the Ground Lease. Mortgagor shall not reject the Ground Lease without the prior written consent of Mortgagee.

34.    Additional Provisions. The following provisions shall govern and control in the event of a conflict with any other provision of this Mortgage:

(a)Obligatory Advances; O.R.C. 1311.14. This Mortgage secures, among other obligations, unpaid balances of obligatory loan advances to be made by Mortgagee and/or the other Secured Parties to Borrower pursuant to the terms and provisions of the Credit Agreement. The Credit Agreement obligates Mortgagee and/or the other Secured Parties to advance to Borrower certain sums under definite and certain conditions, in a particular manner and at the times set forth therein. Mortgagee is authorized and empowered to do all things provided to be done by a mortgagee under Section 1311.14 of the Ohio Revised Code and any amendments or supplements thereto. This Mortgage is made pursuant to Section 5301.232 and Chapter 1309, including Section 1309.334, of the Ohio Revised Code.

(b)Future Advances. The parties hereto intend and agree that this Mortgage shall secure, among other obligations, unpaid balances of any loan advances, whether obligatory or not, and whether made pursuant to the Credit Facility Documents or the Additional Debt Documents or not, made by Mortgagee and/or the other Secured Parties after this Mortgage is delivered to the applicable county recorder for record, to the extent that the total unpaid loan indebtedness, exclusive of interest thereon, does not exceed the maximum amount of unpaid loan indebtedness which may be outstanding at any time, which is Five Hundred Twenty-Five Million and No/100 Dollars ($525,000,000.00). Mortgagor further covenants and agrees to repay or cause to be repaid all such loan advances with interest, and that the covenants contained in this Mortgage shall apply to such loan advances as well. This Mortgage shall also secure, pursuant to Section 5301.233 of the Ohio Revised Code, unpaid balances, plus interest thereon, of all advances made with respect to the Mortgaged Property for the payment of taxes, assessments, insurance premiums or costs incurred for the protection of the Mortgaged Property.

(c)Additional Event of Default. It shall be an additional Event of Default if Mortgagor shall send Mortgagee notice, or cause such notice to be delivered to the applicable county recorder for record, as permitted under Ohio Revised Code Section 5301.232 (C).

[Signature Page to Follow]

This Mortgage has been duly executed by Mortgagor under seal on the date set forth in the acknowledgement below and is intended to be effective as of the date first above written.

MORTGAGOR:

DPL ENERGY, LLC,

an Ohio limited liability company

By:         Printed Name:         Title:

STATE OF ______________        )                    : ss.:
COUNTY OF _________________    )

The foregoing instrument was acknowledged before me this __ day of ___________ by ___________________ , 2015, the _______________________ of DPL Energy, LLC, an Ohio limited liability company on behalf of said limited liability company.

Notary Public

Printed Name: _________________________

My commission expires:__________________

[NOTARIAL SEAL]            

THIS INSTRUMENT PREPARED BY:

Mayleng S. Watson

McGuireWoods LLP

201 North Tryon Street, Ste. 3000

Charlotte, North Carolina 28202

(704) 343-2000

EXHIBIT A

Legal Description

Situated in the City of Moraine, County of Montgomery, State of Ohio, described as follows:

Lease Area A

Situated in the City of Moraine, Montgomery County, State of Ohio and being Lot 3501 of the revised and consecutive numbers of lots on the revised plat of said city and being part of a tract of land conveyed to Dayton Power and Light Company by deed recorded in Deed Book 369, Page 283 of the deed records of said county, containing 0.584 acres more or less.

Lease Area B

Situated in the City of Moraine, Montgomery County, State of Ohio and being part of a tract of land conveyed to Dayton Power and Light Company by deed recorded in Deed Book 366, Page 460 of the deed records of said county and being part of Lot Numbered 5232 of the revised and consecutive number of lots on the plat of the City of Moraine, said tract being more particularly described as follows;

Beginning at the southeast corner of Lot Number 5232, said point also being in the west right-of way of Arbor Boulevard;

thence S 88° 05' 17" W with the south line of Lot Number 5232 a distance of 630.39 feet to a point;

thence N 42° 01' 40" E a distance of 728.42 feet to a point;

thence N 86° 35' 47" E a distance of 371.51 feet to a point;

thence S 60° 03' 34" E a distance of 85.06 feet to a point in the west right-of-way Arbor Boulevard;

thence with said west right-of-way the following 4 courses:

Southwesterly on a curve to the right having a radius of 243.93 feet and an arc distance of 49.54 feet, a chord bearing of S 16° 11' 37" W and a chord distance of 49.46 feet to a point; thence S 22° 00' 43" W a distance of 127.27 feet to a point of curvature; thence southwestwardly on a curve to the right having a radius of 556.46 feet, a chord bearing of S 30° 37' 33" W and a chord distance of 166.69 feet, an arc distance of 167. 32 feet to a point; thence S 39° 14' 24" W a distance of 246.26 feet to the point of beginning containing 6.931 acres, more or less.

LESS AND EXCEPT THE FOLLOWING TRACT OF LAND:

Situated in Section 8, Town 1, Range 7 M. Rs., City of Moraine, Montgomery County, Ohio, and being a lease area upon Lot # 1 Mathias Glasers Plat as recorded in Book “J”, Page 56 of the plat records of said county and conveyed to The Dayton Power & Light Company by deed recorded in Book 366, Page 460 of the deed records of said county and being a 0.530 acre tract more particularly described as follows; Starting at a point on the west right of way line of Arbor Boulevard at centerline STA 549+04.39, 106.50’ left, as shown on ODOT Plans MOT 25-9.21; thence S 28° 24’ 08” W with said right of way a distance of 29.93 feet to a point; thence leaving said right of way N 61° 35’ 52” W a distance of 7.37 feet to a 5/8” iron pin set located at STA. 548+74.56,113.87’ left and the true point of beginning of the hereby described tract; thence from said true point of beginning the following 6 courses;

S 29° 06’ 42” W a distance of 48.96 feet to a 5/8” iron pin set;

S 44° 18’ 43” W a distance of 55.75 feet to a 5/8” iron pin set;

N 45° 41’ 17” W a distance of 233.02 feet to a 5/8” iron pin set;

N 44° 18’ 43” E a distance of 61.94 feet to a 5/8” iron pin set;

S 86° 32’ 38” E a distance of 65.83 feet to a 5/8” iron pin set;

S 45° 41’ 17” E a distance of 170.39 feet to the true point of beginning containing 0.530 acres

more or less.

Net area of said lease being 6.401 acres more or less.

Licensed Areas

TOGETHER WITH (i) a right of way and license across land situated in the City of Moraine, County of Montgomery and State of Ohio, and being a portion of Lot Number 5232 of the consecutive numbers of lots on the revised plat of the City of Moraine, Ohio, as more particularly described in the Real Property Lease Agreement between The Dayton Power and Light Company and DPL Energy, LLC dated as of October 29, 2015, and (ii) a license for access to, use, operation and maintenance of the Facilities (as defined in such Real Property Lease Agreement).

ANNEX A

Mortgage Supplement

[SPACE ABOVE LINE FOR RECORDER’S USE ONLY]

SUPPLEMENT TO OPEN-END LEASEHOLD MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF LEASES AND RENTS, AND FIXTURE FILING

This SUPPLEMENT TO OPEN-END LEASEHOLD MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF LEASES AND RENTS, AND FIXTURE FILING (this “Supplement”) is dated as of ________ __, 20__, between DPL ENERGY, LLC, an Ohio limited liability company (the “Mortgagor”), and U.S. BANK NATIONAL ASSOCIATION, as Collateral Agent(in such capacity, together with its successors and assigns, the “Mortgagee”).

WITNESSETH:

WHEREAS, in order to secure the Obligations (including, without limitation, the Credit Facility Obligations and the Additional Secured Debt), the Mortgagor delivered to the Mortgagee that certain Open-End Leasehold Mortgage, Security Agreement, Assignment of Leases and Rents, and Fixture Filing, dated as of [_________], 2015, recorded [as Document Number ____, in Book ____, Page ____, in the Records of the Clerk of ____ County, [State]] (as amended, modified or supplemented prior to the date hereof, the “Original Mortgage”; capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Original Mortgage); and

WHEREAS, pursuant to the terms of the Original Mortgage, Mortgagor and Mortgagee desire to confirm that the Original Mortgage secures Additional Secured Debt consisting of [Describe], [having a maximum principal amount of $________] (the “Additional Obligations”) and that the Original Mortgage, as supplemented hereby, remains in full force and effect, subject to any restrictions set forth in the Original Mortgage; and

WHEREAS, the real property and improvements encumbered by the Original Mortgage are described on Exhibit A attached hereto and incorporated by reference herein.

NOW, THEREFORE, in consideration of the foregoing and the payment of Ten Dollars ($10.00) and other good and valuable consideration, the receipt and legal sufficiency of which are hereby acknowledged, the parties hereto agree and give notice as follows:

1.    As supplemented hereby, the terms of the Original Mortgage shall continue in full force and effect. To secure the full and timely payment and performance of the Obligations (including, without limitation, the Additional Obligations), Mortgagor hereby confirms the grants, liens and security interests in the Original Mortgage and again, MORTGAGES, WARRANTS AND GRANTS TO MORTGAGEE A LIEN UPON AND A SECURITY INTEREST IN AND HEREBY MORTGAGES, WARRANTS, GRANTS, CONVEYS, ASSIGNS, TRANSFERS AND SETS OVER TO MORTGAGEE, WITH MORTGAGE COVENANTS, the Mortgaged Property. This Supplement shall not be deemed to constitute a novation or to extinguish any of the Obligations secured by the Original Mortgage.

2.    This Supplement may be executed in any number of counterparts, and all such counterparts shall together constitute the same agreement.

3.    This Supplement shall be governed by and construed and interpreted in accordance with the laws of the State in which the Premises are located, except that Mortgagor expressly acknowledges that by their respective terms the other Credit Facility Documents shall be governed and construed in accordance with the laws of the State of New York, and for purposes of consistency, Mortgagor agrees that in any in personam proceeding related to this Supplement the rights of the parties to this Supplement shall also be governed by and construed in accordance with the laws of the State of New York governing contracts made and to be performed in that State.

NO FURTHER TEXT ON THIS PAGE.

IN WITNESS WHEREOF, the parties hereto have executed this Supplement as of the day and year first above written:

DPL ENERGY, LLC,

an Ohio limited liability company

By:         Printed Name:         Title:

STATE OF ______________        )                    : ss.:
COUNTY OF _________________    )

The foregoing instrument was acknowledged before me this __day of ____________, 20____ by ___________________ , the _______________________ of DPL Energy, LLC, an Ohio limited liability company, on behalf of said limited liability company.

{Seal}

Notary Public

Printed Name: _________________________

My commission expires:__________________

U.S. BANK NATIONAL ASSOCIATION, as Collateral Agent,

By:         Printed Name:         Title:

STATE OF ______________        )                    : ss.:
COUNTY OF _________________    )

The foregoing instrument was acknowledged before me this __day of ____________, 20____ by _____________________________ , the _______________________________ of U.S. BANK NATIONAL ASSOCIATION, a national association, as Collateral Agent, on behalf of said national association.

{Seal}

Notary Public

Printed Name: _________________________

My commission expires:__________________

This Instrument Prepared By:

Mayleng S. Watson

McGuireWoods LLP

201 North Tryon Street, Ste. 3000

Charlotte, North Carolina 28202

(704) 343-2000

Exhibit A

(Legal Description)

16

EX-31.A

Exhibit 31(a)

CERTIFICATIONS

I, Kenneth J. Zagzebski, certify that:

1. I have reviewed this quarterly report on Form 10-Q of DPL Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 4, 2015

/s/ Kenneth J. Zagzebski

Kenneth J. Zagzebski

President and Chief Executive Officer

EX-31.B

Exhibit 31(b)

CERTIFICATIONS

I, Craig L. Jackson, certify that:

1. I have reviewed this quarterly report on Form 10-Q of DPL Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 4, 2015

/s/ Craig L. Jackson

Craig L. Jackson

Chief Financial Officer

EX-31.C

 Exhibit 31(c)

CERTIFICATIONS

I, Thomas A. Raga, certify that:

1. I have reviewed this quarterly report on Form 10-Q of The Dayton Power and Light Company;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 4, 2015

/s/ Thomas A. Raga

Thomas A. Raga

President and Chief Executive Officer

EX-31.D

Exhibit 31(d)

CERTIFICATIONS

I, Craig L. Jackson, certify that:

1. I have reviewed this quarterly report on Form 10-Q of The Dayton Power and Light Company;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 4, 2015

/s/ Craig L. Jackson

Craig L. Jackson

Chief Financial Officer

EX-32.A

Exhibit 32(a)

DPL Inc.

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

The undersigned officer of DPL Inc. (the “Issuer”) hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Issuer’s Quarterly Report on Form 10-Q for the period ended September 30, 2015, which this certificate accompanies, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained therein fairly presents, in all material respects, the financial condition and results of operations of the Issuers as of the dates and for the periods expressed therein.

A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this statement required by Section 906 of the Sarbanes-Oxley Act of 2002, has been provided to the Issuer and will be retained by the Issuers and furnished to the Securities and Exchange Commission or its staff upon request.

Signed:

/s/ Kenneth J. Zagzebski

Kenneth J. Zagzebski

President and Chief Executive Officer

Date: November 4, 2015

The foregoing certificate is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Issuer’s Annual Report or as a separate disclosure document.

EX-32.B

Exhibit 32(b)

DPL Inc.

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

The undersigned officer of DPL Inc. (the “Issuer”) hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Issuer’s Quarterly Report on Form 10-Q for the period ended September 30, 2015, which this certificate accompanies, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained therein fairly presents, in all material respects, the financial condition and results of operations of the Issuers as of the dates and for the periods expressed therein.

A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this statement required by Section 906 of the Sarbanes-Oxley Act of 2002, has been provided to the Issuer and will be retained by the Issuers and furnished to the Securities and Exchange Commission or its staff upon request.

Signed:

/s/ Craig L. Jackson

Craig L. Jackson

Chief Financial Officer

Date: November 4, 2015

The foregoing certificate is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Issuer’s Annual Report or as a separate disclosure document.

EX-32.C

Exhibit 32(c)

The Dayton Power and Light Company

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

The undersigned officer of DPL Inc. (the “Issuer”) hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Issuer’s Quarterly Report on Form 10-Q for the period ended September 30, 2015, which this certificate accompanies, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained therein fairly presents, in all material respects, the financial condition and results of operations of the Issuers as of the dates and for the periods expressed therein.

A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this statement required by Section 906 of the Sarbanes-Oxley Act of 2002, has been provided to the Issuer and will be retained by the Issuers and furnished to the Securities and Exchange Commission or its staff upon request.

Signed:

/s/ Thomas A. Raga

Thomas A. Raga

President and Chief Executive Officer

Date: November 4, 2015

The foregoing certificate is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Issuer’s Annual Report or as a separate disclosure document.

EX-32.D

Exhibit 32(d)

The Dayton Power and Light Company

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

The undersigned officer of DPL Inc. (the “Issuer”) hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Issuer’s Quarterly Report on Form 10-Q for the period ended September 30, 2015, which this certificate accompanies, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained therein fairly presents, in all material respects, the financial condition and results of operations of the Issuers as of the dates and for the periods expressed therein.

A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this statement required by Section 906 of the Sarbanes-Oxley Act of 2002, has been provided to the Issuer and will be retained by the Issuers and furnished to the Securities and Exchange Commission or its staff upon request.

Signed:

/s/ Craig L. Jackson

Craig L. Jackson

Chief Financial Officer

Date: November 4, 2015

The foregoing certificate is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Issuer’s Annual Report or as a separate disclosure document.

XML

Supplemental Financial Information (Accumulated Other Comprehensive Income) (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Balance, beginning of period			$ 7.5
Other comprehensive income before reclassifications			9.4
Amounts reclassified from accumulated other comprehensive income / (loss)			(3.5)
Other comprehensive income / (loss)	$ 5.6	$ 4.4	5.9	$ (9.8)
Balance, end of period	13.4		13.4
THE DAYTON POWER AND LIGHT COMPANY [Member]
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Balance, beginning of period			(42.3)
Other comprehensive income before reclassifications			9.3
Amounts reclassified from accumulated other comprehensive income / (loss)			(0.7)
Other comprehensive income / (loss)	6.3	$ 5.1	8.6	$ (9.1)
Balance, end of period	(33.7)		(33.7)
Gains / (losses) on available-for-sale securities [Member]
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Balance, beginning of period			0.5
Other comprehensive income before reclassifications			(0.2)
Amounts reclassified from accumulated other comprehensive income / (loss)			0.0
Other comprehensive income / (loss)			(0.2)
Balance, end of period	0.3		0.3
Gains / (losses) on available-for-sale securities [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Balance, beginning of period			0.7
Other comprehensive income before reclassifications			(0.3)
Amounts reclassified from accumulated other comprehensive income / (loss)			0.0
Other comprehensive income / (loss)			(0.3)
Balance, end of period	0.4		0.4
Gains / (losses) on cash flow hedges [Member]
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Balance, beginning of period			18.5
Other comprehensive income before reclassifications			9.6
Amounts reclassified from accumulated other comprehensive income / (loss)			(3.4)
Other comprehensive income / (loss)			6.2
Balance, end of period	24.7		24.7
Gains / (losses) on cash flow hedges [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Balance, beginning of period			2.8
Other comprehensive income before reclassifications			9.6
Amounts reclassified from accumulated other comprehensive income / (loss)			(3.3)
Other comprehensive income / (loss)			6.3
Balance, end of period	9.1		9.1
Change in unfunded pension obligation [Member]
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Balance, beginning of period			(11.5)
Other comprehensive income before reclassifications			0.0
Amounts reclassified from accumulated other comprehensive income / (loss)			(0.1)
Other comprehensive income / (loss)			(0.1)
Balance, end of period	(11.6)		(11.6)
Change in unfunded pension obligation [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Balance, beginning of period			(45.8)
Other comprehensive income before reclassifications			0.0
Amounts reclassified from accumulated other comprehensive income / (loss)			2.6
Other comprehensive income / (loss)			2.6
Balance, end of period	$ (43.2)		$ (43.2)

XML

Derivative Instruments and Hedging Activities (Outstanding Derivative Instruments) (Details)	12 Months Ended
	Dec. 31, 2014 MWh MMBTU gal	Sep. 30, 2015 MWh
Not Designated as Hedging Instrument [Member] | Commodity Contract - FTR [Member]
Purchase of Units Derivative Instruments Financial Transmission Rights	10,500	24,700
Sale of Units Derivative Instruments Financial Transmission Rights	0	0
Derivative, Nonmonetary Notional Amount MWh	10,500	24,700
Not Designated as Hedging Instrument [Member] | Commodity Contract - Heating Oil [Member]
Purchase of Volume Units Derivative Instruments Heating Oil Futures | gal	378,000
Sale of Volume Units Derivative Instruments Heating Oil Futures | gal	0
Derivative, Nonmonetary Notional Amount, Volume | gal	378,000
Not Designated as Hedging Instrument [Member] | Natural Gas [Member]
Purchase of Units Derivative Instruments Natural Gas	200,000
Sale of Units Derivative Instruments Natural Gas	0
Derivative, Nonmonetary Notional Amount, Energy Measure	200,000
Not Designated as Hedging Instrument [Member] | Forward Contract Power [Member]
Purchase of Units Derivative Instruments Forward Power Contracts Not Designated as Hedged	1,725,200	5,309,700
Sales of Units Derivative Instruments Forward Power Contracts Not Designated as Hedged	(2,707,800)	(1,850,300)
Derivative, Nonmonetary Notional Amount MWh	(982,600)	3,459,400
Not Designated as Hedging Instrument [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Commodity Contract - FTR [Member]
Purchase of Units Derivative Instruments Financial Transmission Rights	10,500	24,700
Sale of Units Derivative Instruments Financial Transmission Rights	0	0
Derivative, Nonmonetary Notional Amount MWh	10,500	24,700
Not Designated as Hedging Instrument [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Commodity Contract - Heating Oil [Member]
Purchase of Volume Units Derivative Instruments Heating Oil Futures | gal	378,000
Sale of Volume Units Derivative Instruments Heating Oil Futures | gal	0
Derivative, Nonmonetary Notional Amount, Volume | gal	378,000
Not Designated as Hedging Instrument [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Natural Gas [Member]
Purchase of Units Derivative Instruments Natural Gas | MMBTU	200,000
Sale of Units Derivative Instruments Natural Gas | MMBTU	0
Derivative, Nonmonetary Notional Amount, Energy Measure	200,000
Not Designated as Hedging Instrument [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Forward Contract Power [Member]
Purchase of Units Derivative Instruments Forward Power Contracts Not Designated as Hedged	1,725,200	5,309,700
Sales of Units Derivative Instruments Forward Power Contracts Not Designated as Hedged	(2,804,000)	(1,916,500)
Derivative, Nonmonetary Notional Amount MWh	(1,078,800)	3,393,200
Designated as Hedging Instrument [Member] | Forward Contract Power [Member]
Purchase of Units Derivative Instruments Forward Power Contracts Designated as Cash Flow Hedge	175,000	1,361,200
Sales of Units Derivative Instruments Forward Power Contracts Designated as Cash Flow Hedge	(2,991,000)	(7,857,700)
Derivative, Nonmonetary Notional Amount MWh	(2,816,000)	(6,496,500)
Designated as Hedging Instrument [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Forward Contract Power [Member]
Purchase of Units Derivative Instruments Forward Power Contracts Designated as Cash Flow Hedge	175,000	1,361,200
Sales of Units Derivative Instruments Forward Power Contracts Designated as Cash Flow Hedge	(2,991,000)	(7,857,700)
Derivative, Nonmonetary Notional Amount MWh	(2,816,000)	(6,496,500)

XML

Pension and Postretirement Benefits (Estimated Future Benefit Payments and Medicare Part D Reimbursements) (Details) $ in Millions	Sep. 30, 2015 USD ($)
Pension [Member]
2015	$ 6.2
2016	25.2
2017	25.7
2018	26.3
2019	26.7
2020 - 2024	137.0
Postretirement [Member]
2015	0.5
2016	1.8
2017	1.7
2018	1.6
2019	1.5
2020 - 2024	6.1
THE DAYTON POWER AND LIGHT COMPANY [Member] | Pension [Member]
2015	6.2
2016	25.2
2017	25.7
2018	26.3
2019	26.7
2020 - 2024	137.0
THE DAYTON POWER AND LIGHT COMPANY [Member] | Postretirement [Member]
2015	0.5
2016	1.8
2017	1.7
2018	1.6
2019	1.5
2020 - 2024	$ 6.1

XML

Derivative Instruments and Hedging Activities (Gains or Losses Recognized in AOCI for the Cash Flow Hedges) (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Forward Contract Power [Member]
Accumulated Derivative Gain/Loss in AOCI [Roll Forward]
Beginning accumulated derivative gain / (loss) in AOCI	$ 1.1	$ (12.4)	$ 0.2	$ 1.4
Net gains / (losses) associated with current period hedging transactions	7.8	1.2	9.6	(23.8)
Ending accumulated derivative gain / (loss) in AOCI	7.0	(7.6)	7.0	(7.6)
Portion expected to be reclassified to earnings in the next twelve months	3.3		$ 3.3
Maximum length of time that we are hedging our exposure to variability in future cash flows related to forecasted transactions (in months)			39 months
Interest Rate Contract [Member]
Accumulated Derivative Gain/Loss in AOCI [Roll Forward]
Beginning accumulated derivative gain / (loss) in AOCI	17.8	18.8	$ 18.3	19.2
Net gains / (losses) associated with current period hedging transactions	0.0	0.0	0.0	0.0
Ending accumulated derivative gain / (loss) in AOCI	17.7	18.6	17.7	18.6
Portion expected to be reclassified to earnings in the next twelve months	(0.8)		$ (0.8)
Maximum length of time that we are hedging our exposure to variability in future cash flows related to forecasted transactions (in months)			0 months
THE DAYTON POWER AND LIGHT COMPANY [Member] | Forward Contract Power [Member]
Accumulated Derivative Gain/Loss in AOCI [Roll Forward]
Beginning accumulated derivative gain / (loss) in AOCI	1.1	(14.0)	$ 0.2	1.0
Net gains / (losses) associated with current period hedging transactions	7.8	1.4	9.6	(26.3)
Ending accumulated derivative gain / (loss) in AOCI	7.0	(9.2)	7.0	(9.2)
Portion expected to be reclassified to earnings in the next twelve months	3.3		$ 3.3
Maximum length of time that we are hedging our exposure to variability in future cash flows related to forecasted transactions (in months)			39 months
THE DAYTON POWER AND LIGHT COMPANY [Member] | Interest Rate Contract [Member]
Accumulated Derivative Gain/Loss in AOCI [Roll Forward]
Beginning accumulated derivative gain / (loss) in AOCI	2.2	4.6	$ 2.6	5.2
Net gains / (losses) associated with current period hedging transactions	0.0	0.0	0.0	0.0
Ending accumulated derivative gain / (loss) in AOCI	2.1	4.4	2.1	4.4
Portion expected to be reclassified to earnings in the next twelve months	(0.8)		$ (0.8)
Maximum length of time that we are hedging our exposure to variability in future cash flows related to forecasted transactions (in months)			0 months
Interest Expense [Member] | Forward Contract Power [Member]
Accumulated Derivative Gain/Loss in AOCI [Roll Forward]
Net gains losses reclassified to earnings	0.0	0.0	$ 0.0	0.0
Interest Expense [Member] | Interest Rate Contract [Member]
Accumulated Derivative Gain/Loss in AOCI [Roll Forward]
Net gains losses reclassified to earnings	(0.1)	(0.2)	(0.6)	(0.6)
Interest Expense [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Forward Contract Power [Member]
Accumulated Derivative Gain/Loss in AOCI [Roll Forward]
Net gains losses reclassified to earnings	0.0	0.0	0.0	0.0
Interest Expense [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Interest Rate Contract [Member]
Accumulated Derivative Gain/Loss in AOCI [Roll Forward]
Net gains losses reclassified to earnings	(0.1)	(0.2)	(0.5)	(0.8)
Revenue [Member] | Forward Contract Power [Member]
Accumulated Derivative Gain/Loss in AOCI [Roll Forward]
Net gains losses reclassified to earnings	(2.5)	3.4	(4.5)	15.4
Revenue [Member] | Interest Rate Contract [Member]
Accumulated Derivative Gain/Loss in AOCI [Roll Forward]
Net gains losses reclassified to earnings	0.0	0.0	0.0	0.0
Revenue [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Forward Contract Power [Member]
Accumulated Derivative Gain/Loss in AOCI [Roll Forward]
Net gains losses reclassified to earnings	(2.5)	3.2	(4.5)	16.6
Revenue [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Interest Rate Contract [Member]
Accumulated Derivative Gain/Loss in AOCI [Roll Forward]
Net gains losses reclassified to earnings	0.0	0.0	0.0	0.0
Purchased Power [Member] | Forward Contract Power [Member]
Accumulated Derivative Gain/Loss in AOCI [Roll Forward]
Net gains losses reclassified to earnings	0.6	0.2	1.7	(0.6)
Purchased Power [Member] | Interest Rate Contract [Member]
Accumulated Derivative Gain/Loss in AOCI [Roll Forward]
Net gains losses reclassified to earnings	0.0	0.0	0.0	0.0
Purchased Power [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Forward Contract Power [Member]
Accumulated Derivative Gain/Loss in AOCI [Roll Forward]
Net gains losses reclassified to earnings	0.6	0.2	1.7	(0.5)
Purchased Power [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Interest Rate Contract [Member]
Accumulated Derivative Gain/Loss in AOCI [Roll Forward]
Net gains losses reclassified to earnings	$ 0.0	$ 0.0	$ 0.0	$ 0.0

XML

Income Taxes (Narrative) (Details)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Entity Information [Line Items]
Effective income tax rates	3.40%	(71.50%)	18.60%	(34.20%)
Estimated annual effective income tax rate			30.80%	(42.30%)
THE DAYTON POWER AND LIGHT COMPANY [Member]
Entity Information [Line Items]
Effective income tax rates	4.90%	19.80%	24.80%	23.20%
Estimated annual effective income tax rate	0.00%	30.50%	29.00%	30.50%

XML

Summary of Significant Accounting Policies (Sale of Receivables) (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Accounting Policies [Abstract]
Proceeds from sale of other receivables	$ 9.4	$ 37.7	$ 49.1	$ 98.7

XML

Derivative Instruments and Hedging Activities (Fair Value and Balance Sheet Location (Details) - USD ($) $ in Millions	Sep. 30, 2015	Dec. 31, 2014
Derivative Liability, Fair Value	$ 25.1
Liability position offset by the asset position of counterparties with master netting agreements	18.6
THE DAYTON POWER AND LIGHT COMPANY [Member]
Derivative Liability, Fair Value	25.2
Liability position offset by the asset position of counterparties with master netting agreements	18.6
Total Assets [Member]
Derivative Asset, Fair Value	30.4	$ 14.9
Derivative, Collateral, Obligation to Return Securities	(18.6)	(6.6)
Derivative, Collateral, Obligation to Return Cash	0.0	0.0
Derivative Asset, Fair Value, Amount Offset Against Collateral	11.8	8.3
Total Assets [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Derivative Asset, Fair Value	30.6	15.1
Derivative, Collateral, Obligation to Return Securities	(18.6)	(6.6)
Derivative, Collateral, Obligation to Return Cash	0.0	0.0
Derivative Asset, Fair Value, Amount Offset Against Collateral	12.0	8.5
Total Liabilities [Member]
Derivative Liability, Fair Value	25.1	12.2
Derivative, Collateral, Right to Reclaim Securities	(18.6)	(6.6)
Derivative, Collateral, Right to Reclaim Cash	(5.6)	(4.9)
Liability position offset by the asset position of counterparties with master netting agreements	0.9	0.7
Total Liabilities [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Derivative Liability, Fair Value	25.2	12.3
Derivative, Collateral, Right to Reclaim Securities	(18.6)	(6.6)
Derivative, Collateral, Right to Reclaim Cash	(5.6)	(4.9)
Liability position offset by the asset position of counterparties with master netting agreements	1.0	0.8
Cash Flow Hedging [Member] | Forward Contract Power [Member] | Short-term Derivative Positions [Member] | Other Prepayments and Current Assets [Member]
Derivative Asset, Fair Value	10.8	5.6
Derivative, Collateral, Obligation to Return Securities	(6.0)	(2.0)
Derivative, Collateral, Obligation to Return Cash	0.0	0.0
Derivative Asset, Fair Value, Amount Offset Against Collateral	4.8	3.6
Cash Flow Hedging [Member] | Forward Contract Power [Member] | Short-term Derivative Positions [Member] | Other Prepayments and Current Assets [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Derivative Asset, Fair Value	10.8	5.6
Derivative, Collateral, Obligation to Return Securities	(6.0)	(2.0)
Derivative, Collateral, Obligation to Return Cash	0.0	0.0
Derivative Asset, Fair Value, Amount Offset Against Collateral	4.8	3.6
Cash Flow Hedging [Member] | Forward Contract Power [Member] | Short-term Derivative Positions [Member] | Other Current Liabilities [Member]
Derivative Liability, Fair Value	6.0	2.1
Derivative, Collateral, Right to Reclaim Securities	(6.0)	(2.0)
Derivative, Collateral, Right to Reclaim Cash	0.0	0.0
Liability position offset by the asset position of counterparties with master netting agreements	0.0	0.1
Cash Flow Hedging [Member] | Forward Contract Power [Member] | Short-term Derivative Positions [Member] | Other Current Liabilities [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Derivative Liability, Fair Value	6.0	2.1
Derivative, Collateral, Right to Reclaim Securities	(6.0)	(2.0)
Derivative, Collateral, Right to Reclaim Cash	0.0	0.0
Liability position offset by the asset position of counterparties with master netting agreements	0.0	0.1
Cash Flow Hedging [Member] | Forward Contract Power [Member] | Long-term Derivative Positions [Member] | Other Deferred Asset [Member]
Derivative Asset, Fair Value	8.2	0.3
Derivative, Collateral, Obligation to Return Securities	(3.0)	(0.3)
Derivative, Collateral, Obligation to Return Cash	0.0	0.0
Derivative Asset, Fair Value, Amount Offset Against Collateral	5.2	0.0
Cash Flow Hedging [Member] | Forward Contract Power [Member] | Long-term Derivative Positions [Member] | Other Deferred Asset [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Derivative Asset, Fair Value	8.2	0.3
Derivative, Collateral, Obligation to Return Securities	(3.0)	(0.3)
Derivative, Collateral, Obligation to Return Cash	0.0	0.0
Derivative Asset, Fair Value, Amount Offset Against Collateral	5.2	0.0
Cash Flow Hedging [Member] | Forward Contract Power [Member] | Long-term Derivative Positions [Member] | Other Deferred Credit [Member]
Derivative Liability, Fair Value	3.0	0.6
Derivative, Collateral, Right to Reclaim Securities	(3.0)	(0.3)
Derivative, Collateral, Right to Reclaim Cash	0.0	(0.3)
Liability position offset by the asset position of counterparties with master netting agreements	0.0	0.0
Cash Flow Hedging [Member] | Forward Contract Power [Member] | Long-term Derivative Positions [Member] | Other Deferred Credit [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Derivative Liability, Fair Value	3.0	0.6
Derivative, Collateral, Right to Reclaim Securities	(3.0)	(0.3)
Derivative, Collateral, Right to Reclaim Cash	0.0	(0.3)
Liability position offset by the asset position of counterparties with master netting agreements	0.0	0.0
Fair Value Hedging [Member] | Commodity Contract - Heating Oil [Member] | Short-term Derivative Positions [Member] | Other Current Liabilities [Member]
Derivative Liability, Fair Value		0.4
Derivative, Collateral, Right to Reclaim Securities		0.0
Derivative, Collateral, Right to Reclaim Cash		(0.4)
Liability position offset by the asset position of counterparties with master netting agreements		0.0
Fair Value Hedging [Member] | Commodity Contract - Heating Oil [Member] | Short-term Derivative Positions [Member] | Other Current Liabilities [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Derivative Liability, Fair Value		0.4
Derivative, Collateral, Right to Reclaim Securities		0.0
Derivative, Collateral, Right to Reclaim Cash		(0.4)
Liability position offset by the asset position of counterparties with master netting agreements		0.0
Fair Value Hedging [Member] | Commodity Contract - FTR [Member] | Short-term Derivative Positions [Member] | Other Prepayments and Current Assets [Member]
Derivative Asset, Fair Value	0.4
Derivative, Collateral, Obligation to Return Securities	(0.4)
Derivative, Collateral, Obligation to Return Cash	0.0
Derivative Asset, Fair Value, Amount Offset Against Collateral	0.0
Fair Value Hedging [Member] | Commodity Contract - FTR [Member] | Short-term Derivative Positions [Member] | Other Prepayments and Current Assets [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Derivative Asset, Fair Value	0.4
Derivative, Collateral, Obligation to Return Securities	(0.4)
Derivative, Collateral, Obligation to Return Cash	0.0
Derivative Asset, Fair Value, Amount Offset Against Collateral	0.0
Fair Value Hedging [Member] | Commodity Contract - FTR [Member] | Short-term Derivative Positions [Member] | Other Current Liabilities [Member]
Derivative Liability, Fair Value	0.7	0.6
Derivative, Collateral, Right to Reclaim Securities	(0.4)	0.0
Derivative, Collateral, Right to Reclaim Cash	0.0	0.0
Liability position offset by the asset position of counterparties with master netting agreements	0.3	0.6
Fair Value Hedging [Member] | Commodity Contract - FTR [Member] | Short-term Derivative Positions [Member] | Other Current Liabilities [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Derivative Liability, Fair Value	0.7	0.6
Derivative, Collateral, Right to Reclaim Securities	(0.4)	0.0
Derivative, Collateral, Right to Reclaim Cash	0.0	0.0
Liability position offset by the asset position of counterparties with master netting agreements	0.3	0.6
Fair Value Hedging [Member] | Forward Contract Power [Member] | Short-term Derivative Positions [Member] | Other Prepayments and Current Assets [Member]
Derivative Asset, Fair Value	5.3	5.5
Derivative, Collateral, Obligation to Return Securities	(4.0)	(3.4)
Derivative, Collateral, Obligation to Return Cash	0.0	0.0
Derivative Asset, Fair Value, Amount Offset Against Collateral	1.3	2.1
Fair Value Hedging [Member] | Forward Contract Power [Member] | Short-term Derivative Positions [Member] | Other Prepayments and Current Assets [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Derivative Asset, Fair Value	5.4	5.6
Derivative, Collateral, Obligation to Return Securities	(4.0)	(3.4)
Derivative, Collateral, Obligation to Return Cash	0.0	0.0
Derivative Asset, Fair Value, Amount Offset Against Collateral	1.4	2.2
Fair Value Hedging [Member] | Forward Contract Power [Member] | Short-term Derivative Positions [Member] | Other Current Liabilities [Member]
Derivative Liability, Fair Value	8.9	7.5
Derivative, Collateral, Right to Reclaim Securities	(4.0)	(3.4)
Derivative, Collateral, Right to Reclaim Cash	(4.6)	(4.1)
Liability position offset by the asset position of counterparties with master netting agreements	0.3	0.0
Fair Value Hedging [Member] | Forward Contract Power [Member] | Short-term Derivative Positions [Member] | Other Current Liabilities [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Derivative Liability, Fair Value	9.0	7.5
Derivative, Collateral, Right to Reclaim Securities	(4.0)	(3.4)
Derivative, Collateral, Right to Reclaim Cash	(4.6)	(4.1)
Liability position offset by the asset position of counterparties with master netting agreements	0.4	0.0
Fair Value Hedging [Member] | Forward Contract Power [Member] | Long-term Derivative Positions [Member] | Other Deferred Asset [Member]
Derivative Asset, Fair Value	5.7	3.5
Derivative, Collateral, Obligation to Return Securities	(5.2)	(0.9)
Derivative, Collateral, Obligation to Return Cash	0.0	0.0
Derivative Asset, Fair Value, Amount Offset Against Collateral	0.5	2.6
Fair Value Hedging [Member] | Forward Contract Power [Member] | Long-term Derivative Positions [Member] | Other Deferred Asset [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Derivative Asset, Fair Value	5.8	3.6
Derivative, Collateral, Obligation to Return Securities	(5.2)	(0.9)
Derivative, Collateral, Obligation to Return Cash	0.0	0.0
Derivative Asset, Fair Value, Amount Offset Against Collateral	0.6	2.7
Fair Value Hedging [Member] | Forward Contract Power [Member] | Long-term Derivative Positions [Member] | Other Deferred Credit [Member]
Derivative Liability, Fair Value	6.5	0.9
Derivative, Collateral, Right to Reclaim Securities	(5.2)	(0.9)
Derivative, Collateral, Right to Reclaim Cash	(1.0)	0.0
Liability position offset by the asset position of counterparties with master netting agreements	0.3	0.0
Fair Value Hedging [Member] | Forward Contract Power [Member] | Long-term Derivative Positions [Member] | Other Deferred Credit [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Derivative Liability, Fair Value	6.5	1.0
Derivative, Collateral, Right to Reclaim Securities	(5.2)	(0.9)
Derivative, Collateral, Right to Reclaim Cash	(1.0)	0.0
Liability position offset by the asset position of counterparties with master netting agreements	$ 0.3	0.1
Fair Value Hedging [Member] | Natural Gas [Member] | Short-term Derivative Positions [Member] | Other Current Liabilities [Member]
Derivative Liability, Fair Value		0.1
Derivative, Collateral, Right to Reclaim Securities		0.0
Derivative, Collateral, Right to Reclaim Cash		(0.1)
Liability position offset by the asset position of counterparties with master netting agreements		0.0
Fair Value Hedging [Member] | Natural Gas [Member] | Short-term Derivative Positions [Member] | Other Current Liabilities [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Derivative Liability, Fair Value		0.1
Derivative, Collateral, Right to Reclaim Securities		0.0
Derivative, Collateral, Right to Reclaim Cash		(0.1)
Liability position offset by the asset position of counterparties with master netting agreements		$ 0.0

XML

Ownership of Coal-fired Facilities (Tables)

9 Months Ended

Sep. 30, 2015

Jointly Owned Utility Plant Interests [Line Items]

Schedule of Ownership in Coal-fired Facilities

DP&L’s undivided ownership interest in such facilities at September 30, 2015 is as follows:

	DP&L Share		DPL Carrying value
Jointly owned production units and stations:	Ownership (%)	Summer Production Capacity (MW)	Gross Plant in Service ($ in millions)		Accumulated Depreciation ($ in millions)		Construction Work in Process ($ in millions)		SCR and FGD Equipment Installed and in Service (Yes/No)
Conesville Unit 4	16.5	129	$	25	$	4	$	1	Yes
Killen Station	67.0	402	340		30		1		Yes
Miami Fort Units 7 and 8	36.0	368	218		31		4		Yes
Stuart Station	35.0	808	234		21		14		Yes
Zimmer Station	28.1	371	186		44		5		Yes
Transmission (at varying percentages)		n/a	42		7		—
Total		2,078	$	1,045	$	137	$	25

THE DAYTON POWER AND LIGHT COMPANY [Member]

Jointly Owned Utility Plant Interests [Line Items]

Schedule of Ownership in Coal-fired Facilities

DP&L’s undivided ownership interest in such facilities at September 30, 2015, is as follows:

	DP&L Share		DP&L Carrying value
Jointly owned production units and stations:	Ownership (%)	Summer Production Capacity (MW)	Gross Plant in Service ($ in millions)		Accumulated Depreciation ($ in millions)		Construction Work in Process ($ in millions)		SCR and FGD Equipment Installed and in Service (Yes/No)
Conesville Unit 4	16.5	129	$	25	$	8	$	1	Yes
Killen Station	67.0	402	655		324		1		Yes
Miami Fort Units 7 and 8	36.0	368	365		169		4		Yes
Stuart Station	35.0	808	771		335		14		Yes
Zimmer Station	28.1	371	1,104		688		5		Yes
Transmission (at varying percentages)		n/a	98		63		—
Total		2,078	$	3,018	$	1,587	$	25

XML

Fair Value Measurements (Fair Value and Cost of Non-Derivative Instruments) (Details) - USD ($) $ in Millions	Sep. 30, 2015	Dec. 31, 2014
Cost [Member]
Total Assets	$ 8.4	$ 8.7
Cost [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Assets	8.4	8.7
Fair Value [Member]
Total Master Trust Assets, Fair Value	9.0	9.7
Total Assets	9.0	9.7
Fair Value [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	9.0	9.7
Total Assets	9.0	9.7
Money Market Funds [Member] | Cost [Member]
Total Master Trust Assets, Cost	0.2	0.1
Money Market Funds [Member] | Cost [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Cost	0.2	0.1
Money Market Funds [Member] | Fair Value [Member]
Total Master Trust Assets, Fair Value	0.2	0.1
Money Market Funds [Member] | Fair Value [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	0.2	0.1
Equity Securities [Member] | Cost [Member]
Total Master Trust Assets, Cost	2.7	2.7
Equity Securities [Member] | Cost [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Cost	2.7	2.7
Equity Securities [Member] | Fair Value [Member]
Total Master Trust Assets, Fair Value	3.4	3.7
Equity Securities [Member] | Fair Value [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	3.4	3.7
Debt Securities [Member] | Cost [Member]
Total Master Trust Assets, Cost	4.5	4.7
Debt Securities [Member] | Cost [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Cost	4.5	4.7
Debt Securities [Member] | Fair Value [Member]
Total Master Trust Assets, Fair Value	4.4	4.7
Debt Securities [Member] | Fair Value [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	4.4	4.7
Hedge Funds [Member] | Cost [Member]
Total Master Trust Assets, Cost	0.7	0.8
Hedge Funds [Member] | Cost [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Cost	0.7	0.8
Hedge Funds [Member] | Fair Value [Member]
Total Master Trust Assets, Fair Value	0.7	0.8
Hedge Funds [Member] | Fair Value [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	0.7	0.8
Real Estate Funds [Member] | Cost [Member]
Total Master Trust Assets, Cost	0.3	0.4
Real Estate Funds [Member] | Cost [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Cost	0.3	0.4
Real Estate Funds [Member] | Fair Value [Member]
Total Master Trust Assets, Fair Value	0.3	0.4
Real Estate Funds [Member] | Fair Value [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	0.3	0.4
Debt [Member] | Cost [Member]
Debt, Cost	2,009.4	2,159.7
Debt [Member] | Cost [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt, Cost	762.9	877.1
Debt [Member] | Fair Value [Member]
Debt, Fair Value	2,033.7	2,204.8
Debt [Member] | Fair Value [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt, Fair Value	$ 764.3	$ 882.5

XML

Ownership of Coal-fired Facilities (Ownership Interests) (Details) $ in Millions	9 Months Ended
	Sep. 30, 2015 USD ($) MW
THE DAYTON POWER AND LIGHT COMPANY [Member] | Total Jointly-owned Stations [Member]
Construction Work in Process	$ 25.0
DP&L Share [Member] | Conesville Unit 4 [Member]
Ownership (%)	16.50%
Production Capacity (MW) | MW	129
DP&L Share [Member] | Killen Station [Member]
Ownership (%)	67.00%
Production Capacity (MW) | MW	402
DP&L Share [Member] | Miami Fort Units 7 and 8 [Member]
Ownership (%)	36.00%
Production Capacity (MW) | MW	368
DP&L Share [Member] | Stuart Station [Member]
Ownership (%)	35.00%
Production Capacity (MW) | MW	808
DP&L Share [Member] | Zimmer Station [Member]
Ownership (%)	28.10%
Production Capacity (MW) | MW	371
DP&L Share [Member] | Total Jointly-owned Stations [Member]
Production Capacity (MW) | MW	2,078
DP&L Share [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Conesville Unit 4 [Member]
Ownership (%)	16.50%
Production Capacity (MW) | MW	129
DP&L Share [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Killen Station [Member]
Ownership (%)	67.00%
Production Capacity (MW) | MW	402
DP&L Share [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Miami Fort Units 7 and 8 [Member]
Ownership (%)	36.00%
Production Capacity (MW) | MW	368
DP&L Share [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Stuart Station [Member]
Ownership (%)	35.00%
Production Capacity (MW) | MW	808
DP&L Share [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Zimmer Station [Member]
Ownership (%)	28.10%
Production Capacity (MW) | MW	371
DP&L Share [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Total Jointly-owned Stations [Member]
Production Capacity (MW) | MW	2,078
DP&L Investment [Member] | Conesville Unit 4 [Member]
Gross Plant In Service	$ 25.0
Accumulated Depreciation	4.0
Construction Work in Process	$ 1.0
SCR and FGD Equipment Installed and In Service	Yes
DP&L Investment [Member] | Killen Station [Member]
Gross Plant In Service	$ 340.0
Accumulated Depreciation	30.0
Construction Work in Process	$ 1.0
SCR and FGD Equipment Installed and In Service	Yes
DP&L Investment [Member] | Miami Fort Units 7 and 8 [Member]
Gross Plant In Service	$ 218.0
Accumulated Depreciation	31.0
Construction Work in Process	$ 4.0
SCR and FGD Equipment Installed and In Service	Yes
DP&L Investment [Member] | Stuart Station [Member]
Gross Plant In Service	$ 234.0
Accumulated Depreciation	21.0
Construction Work in Process	$ 14.0
SCR and FGD Equipment Installed and In Service	Yes
DP&L Investment [Member] | Zimmer Station [Member]
Gross Plant In Service	$ 186.0
Accumulated Depreciation	44.0
Construction Work in Process	$ 5.0
SCR and FGD Equipment Installed and In Service	Yes
DP&L Investment [Member] | Transmission (At Varying Percentages) [Member]
Gross Plant In Service	$ 42.0
Accumulated Depreciation	7.0
Construction Work in Process	0.0
DP&L Investment [Member] | Total Jointly-owned Stations [Member]
Gross Plant In Service	1,045.0
Accumulated Depreciation	137.0
Construction Work in Process	25.0
DP&L Investment [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Conesville Unit 4 [Member]
Gross Plant In Service	25.0
Accumulated Depreciation	8.0
Construction Work in Process	$ 1.0
SCR and FGD Equipment Installed and In Service	Yes
DP&L Investment [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Killen Station [Member]
Gross Plant In Service	$ 655.0
Accumulated Depreciation	324.0
Construction Work in Process	$ 1.0
SCR and FGD Equipment Installed and In Service	Yes
DP&L Investment [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Miami Fort Units 7 and 8 [Member]
Gross Plant In Service	$ 365.0
Accumulated Depreciation	169.0
Construction Work in Process	$ 4.0
SCR and FGD Equipment Installed and In Service	Yes
DP&L Investment [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Stuart Station [Member]
Gross Plant In Service	$ 771.0
Accumulated Depreciation	335.0
Construction Work in Process	$ 14.0
SCR and FGD Equipment Installed and In Service	Yes
DP&L Investment [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Zimmer Station [Member]
Gross Plant In Service	$ 1,104.0
Accumulated Depreciation	688.0
Construction Work in Process	$ 5.0
SCR and FGD Equipment Installed and In Service	Yes
DP&L Investment [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Transmission (At Varying Percentages) [Member]
Gross Plant In Service	$ 98.0
Accumulated Depreciation	63.0
Construction Work in Process	0.0
DP&L Investment [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Total Jointly-owned Stations [Member]
Gross Plant In Service	3,018.0
Accumulated Depreciation	$ 1,587.0

XML

Supplemental Financial Information (Supplemental Financial Information) (Details) - USD ($) $ in Millions	Sep. 30, 2015	Dec. 31, 2014
Supplemental Financial Information [Line Items]
Unbilled revenue	$ 49.3	$ 79.2
Customer receivables	86.8	104.8
Amounts due from partners in jointly owned stations	12.0	14.2
Other	5.6	4.0
Provision for uncollectible accounts	(1.0)	(1.3)
Total accounts receivable, net	152.7	200.9
Fuel and Limestone	60.3	65.3
Plant materials and supplies	34.7	33.5
Other	2.0	1.4
Total inventories, at average cost	97.0	100.2
THE DAYTON POWER AND LIGHT COMPANY [Member]
Supplemental Financial Information [Line Items]
Unbilled revenue	34.8	49.0
Customer receivables	63.6	68.7
Amounts due from partners in jointly owned stations	12.0	14.2
Other	7.6	21.7
Provision for uncollectible accounts	(0.9)	(0.9)
Total accounts receivable, net	117.1	152.7
Fuel and Limestone	60.4	65.3
Plant materials and supplies	33.6	32.3
Other	1.9	1.4
Total inventories, at average cost	$ 95.9	$ 99.0

XML

Fair Value Measurements (Fair Value of Assets and Liabilities Measured on a Nonrecurring Basis) (Details) - USD ($)	3 Months Ended			9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Mar. 31, 2014	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carrying Value	$ 2,546,800,000			$ 2,546,800,000		$ 2,517,600,000
Fixed asset impairment	0	$ 0		0	$ 11,500,000
Goodwill	317,000,000			317,000,000		$ 317,000,000
Goodwill impairment	$ 0	0		0	135,800,000
DPLER [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Goodwill		135,800,000			135,800,000
Goodwill impairment			$ 135,800,000	0	135,800,000
East Bend Station [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carrying Value		14,200,000			14,200,000
Fair value			2,700,000
Fixed asset impairment			$ 11,500,000	$ 0	11,500,000
Level 3 [Member] | East Bend Station [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value		$ 2,700,000			$ 2,700,000

XML

Goodwill Impairment (Narrative) (Details) - USD ($)	3 Months Ended			9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Mar. 31, 2014	Sep. 30, 2015	Sep. 30, 2014
Indefinite-lived Intangible Assets [Line Items]
Goodwill impairment	$ 0	$ 0		$ 0	$ 135,800,000
DPLER [Member]
Indefinite-lived Intangible Assets [Line Items]
Goodwill impairment			$ 135,800,000	$ 0	$ 135,800,000

XML

Pension and Postretirement Benefits (Net Periodic Benefit Cost (Income)) (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Contributions by employer			$ 5,000,000	$ 0
Pension [Member]
Service cost	$ 1,700,000	$ 1,500,000	5,300,000	4,500,000
Interest cost	4,400,000	4,300,000	13,000,000	13,100,000
Expected return on assets	(5,700,000)	(5,800,000)	(17,000,000)	(17,200,000)
Prior service cost	500,000	400,000	1,500,000	1,100,000
Actuarial loss / (gain)	1,500,000	900,000	4,400,000	2,600,000
Net periodic benefit cost	2,400,000	1,300,000	7,200,000	4,100,000
Postretirement [Member]
Service cost	100,000	0	100,000	100,000
Interest cost	200,000	200,000	500,000	600,000
Expected return on assets	(100,000)	0	(100,000)	(100,000)
Prior service cost	0	0	0	0
Actuarial loss / (gain)	(100,000)	(100,000)	(300,000)	(400,000)
Net periodic benefit cost	100,000	100,000	200,000	200,000
THE DAYTON POWER AND LIGHT COMPANY [Member]
Contributions by employer			5,000,000.0	0
THE DAYTON POWER AND LIGHT COMPANY [Member] | Pension [Member]
Service cost	1,800,000	1,500,000	5,300,000	4,400,000
Interest cost	4,200,000	4,300,000	12,800,000	13,000,000
Expected return on assets	(5,600,000)	(5,700,000)	(16,800,000)	(17,000,000)
Prior service cost	900,000	700,000	2,500,000	2,100,000
Actuarial loss / (gain)	2,400,000	1,600,000	7,200,000	4,800,000
Net periodic benefit cost	3,700,000	2,400,000	11,000,000	7,300,000
THE DAYTON POWER AND LIGHT COMPANY [Member] | Postretirement [Member]
Service cost	100,000	0	100,000	100,000
Interest cost	100,000	200,000	500,000	600,000
Expected return on assets	(100,000)	(100,000)	(100,000)	(200,000)
Prior service cost	100,000	100,000	100,000	100,000
Actuarial loss / (gain)	(200,000)	(200,000)	(500,000)	(500,000)
Net periodic benefit cost	$ 0	$ 0	$ 100,000	$ 100,000

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Supplemental Financial Information

9 Months Ended

Sep. 30, 2015

Supplemental Financial Information [Line Items]

Supplemental Financial Information

Note 2 – Supplemental Financial Information

Accounts receivable and Inventories are as follows at September 30, 2015 and December 31, 2014:

	September 30,			December 31,
$ in millions	2015			2014
Accounts receivable, net:
Unbilled revenue	$	49.3		$	79.2
Customer receivables	86.8			104.8
Amounts due from partners in jointly owned plants	12.0			14.2
Other	5.6			4.0
Provision for uncollectible accounts	(1.0		)	(1.3		)
Total accounts receivable, net	$	152.7		$	200.9
Inventories, at average cost:
Fuel and limestone	$	60.3		$	65.3
Plant materials and supplies	34.7			33.5
Other	2.0			1.4
Total inventories, at average cost	$	97.0		$	100.2

Accumulated Other Comprehensive Income / (Loss)

The amounts reclassified out of Accumulated Other Comprehensive Income / (Loss) by component during the three and nine months endedSeptember 30, 2015 and 2014 are as follows:

Details about Accumulated Other Comprehensive Income / (Loss) components	Affected line item in the Condensed Consolidated Statements of Operations	Three months ended						Nine months ended
		September 30,						September 30,
$ in millions		2015			2014			2015			2014
Gains and losses on Available-for-sale securities activity (Note 8):
	Other income	$	—		$	0.3		$	—		$	0.6
	Tax expense	—			(0.1		)	—			(0.2		)
	Net of income taxes	—			0.2			—			0.4
Gains and losses on cash flow hedges (Note 9):
	Interest expense	(0.2		)	(0.3		)	(0.7		)	(1.0		)
	Revenue	(3.8		)	4.9			(7.0		)	23.4
	Purchased power	0.9			0.3			2.7			(0.8		)
	Total before income taxes	(3.1		)	4.9			(5.0		)	21.6
	Tax expense	1.1			(1.5		)	1.6			(7.4		)
	Net of income taxes	(2.0		)	3.4			(3.4		)	14.2
Amortization of defined benefit pension items (Note 7):
	Other income	0.1			—			0.3			—
	Tax expense	—			—			(0.4		)	—
	Net of income taxes	0.1			—			(0.1		)	—
Total reclassifications for the period, net of income taxes		$	(1.9	)	$	3.6		$	(3.5	)	$	14.6

The changes in the components of Accumulated Other Comprehensive Income / (Loss) during the nine months endedSeptember 30, 2015 are as follows:

$ in millions	Gains / (losses) on available-for-sale securities			Gains / (losses) on cash flow hedges			Change in unfunded pension obligation			Total
Balance January 1, 2015	$	0.5		$	18.5		$	(11.5	)	$	7.5
Other comprehensive income before reclassifications	(0.2		)	9.6			—			9.4
Amounts reclassified from accumulated other comprehensive income / (loss)	—			(3.4		)	(0.1		)	(3.5		)
Net current period other comprehensive income / (loss)	(0.2		)	6.2			(0.1		)	5.9
Balance September 30, 2015	$	0.3		$	24.7		$	(11.6	)	$	13.4

THE DAYTON POWER AND LIGHT COMPANY [Member]

Supplemental Financial Information [Line Items]

Supplemental Financial Information

Note 2 – Supplemental Financial Information

Accounts receivable and Inventories are as follows at September 30, 2015 and December 31, 2014:

	September 30,			December 31,
$ in millions	2015			2014
Accounts receivable, net:
Unbilled revenue	$	34.8		$	49.0
Customer receivables	63.6			68.7
Amounts due from partners in jointly owned plants	12.0			14.2
Other	7.6			21.7
Provision for uncollectible accounts	(0.9		)	(0.9		)
Total accounts receivable, net	$	117.1		$	152.7
Inventories, at average cost:
Fuel and limestone	$	60.4		$	65.3
Plant materials and supplies	33.6			32.3
Other	1.9			1.4
Total inventories, at average cost	$	95.9		$	99.0

Accumulated Other Comprehensive Income / (Loss)

The amounts reclassified out of Accumulated Other Comprehensive Income / (Loss) by component during the three and nine months ended September 30, 2015 and 2014 are as follows:

Details about Accumulated Other Comprehensive Income / (Loss) components	Affected line item in the Condensed Statements of Operations	Three months ended						Nine months ended
		September 30,						September 30,
$ in millions		2015			2014			2015			2014
Gains and losses on Available-for-sale securities activity (Note 8):
	Other income	$	—		$	0.3		$	—		$	0.6
	Tax expense	—			(0.1		)	—			(0.2		)
	Net of income taxes	—			0.2			—			0.4
Gains and losses on cash flow hedges (Note 9):
	Interest expense	(0.3		)	(0.2		)	(0.9		)	(0.8		)
	Revenue	(3.8		)	4.9			(7.0		)	23.4
	Purchased power	0.9			0.4			2.7			(0.6		)
	Total before income taxes	(3.2		)	5.1			(5.2		)	22.0
	Tax expense	1.2			(1.9		)	1.9			(6.7		)
	Net of income taxes	(2.0		)	3.2			(3.3		)	15.3
Amortization of defined benefit pension items (Note 7):
	Reclassification to Other income / (deductions)	1.4			1.0			4.2			3.1
	Tax benefit	(0.6		)	(0.3		)	(1.6		)	(1.0		)
	Net of income taxes	0.8			0.7			2.6			2.1
Total reclassifications for the period, net of income taxes		$	(1.2	)	$	4.1		$	(0.7	)	$	17.8

The changes in the components of Accumulated Other Comprehensive Income / (Loss) during the nine months ended September 30, 2015 are as follows:

$ in millions	Gains / (losses) on available-for-sale securities			Gains / (losses) on cash flow hedges			Change in unfunded pension obligation			Total
Balance January 1, 2015	$	0.7		$	2.8		$	(45.8	)	$	(42.3	)
Other comprehensive income before reclassifications	(0.3		)	9.6			—			9.3
Amounts reclassified from accumulated other comprehensive income / (loss)	—			(3.3		)	2.6			(0.7		)
Net current period other comprehensive income / (loss)	(0.3		)	6.3			2.6			8.6
Balance September 30, 2015	$	0.4		$	9.1		$	(43.2	)	$	(33.7	)

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Fixed-asset Impairment (Narrative) (Details)	3 Months Ended			9 Months Ended
	Sep. 30, 2015 USD ($)	Sep. 30, 2014 USD ($)	Mar. 31, 2014 USD ($) MW	Sep. 30, 2015 USD ($)	Sep. 30, 2014 USD ($)
Public Utility, Property, Plant and Equipment [Line Items]
Fixed asset impairment	$ 0	$ 0		$ 0	$ 11,500,000
East Bend Station [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Production plant capacity | MW			186
Fair value			$ 2,700,000
Fixed asset impairment			$ 11,500,000	$ 0	$ 11,500,000

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Debt Obligations (Narrative) (Details)			6 Months Ended
	Aug. 03, 2015 USD ($)	Jul. 01, 2015 USD ($)	Jun. 30, 2015 USD ($)	Sep. 30, 2015 USD ($) letter_of_credit debt_covenant fiscal_quarter	Jul. 31, 2015 USD ($)	Dec. 31, 2014 USD ($)
Debt Instrument [Line Items]
Current portion - long-term debt				$ 444,900,000		$ 20,100,000
THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt Instrument [Line Items]
Current portion - long-term debt				444,900,000		100,000
Revolving Credit Agreeement with Bank Group Expiring 2018 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt Instrument [Line Items]
Unsecured revolving credit agreement			$ 300,000,000.0
Unsecured revolving credit agreement, term			5 years
Letter of credit sublimit			$ 100,000,000.0
Line of credit facility, additional borrowing capacity			100,000,000.0
Line of credit outstanding				$ 10,000,000
Number of letters of credit outstanding | letter_of_credit				2
Letters of credit outstanding				$ 1,400,000
Line of credit facility, remaining borrowing capacity				$ 163,600,000
Revolving Credit Agreement and Standby Letters of Credit [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt Instrument [Line Items]
Number of financial covenants | debt_covenant				2
Number of prior quarters included in EBITDA to interest calculation | fiscal_quarter				4
Pollution Control Series Maturing in January 2028 - 4.70% [Member]
Debt Instrument [Line Items]
Debt instrument interest percentage				4.70%
Term loan outstanding						35,300,000
Pollution Control Series Maturing in January 2028 - 4.70% [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt Instrument [Line Items]
Debt called/redeemed		$ 35,300,000
Debt instrument interest percentage		4.70%
Term loan outstanding				$ 0		35,300,000
Pollution Control Series Maturing in January 2034 - 4.80% [Member]
Debt Instrument [Line Items]
Debt instrument interest percentage				4.80%
Term loan outstanding						179,100,000
Pollution Control Series Maturing in January 2034 - 4.80% [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt Instrument [Line Items]
Debt called/redeemed	$ 137,800,000	$ 41,300,000
Debt instrument interest percentage	4.80%	4.80%
Repayments of debt	$ 37,800,000
Term loan outstanding				$ 0		179,100,000
Variable Rate Notes Backed by Term Loan and First Mortgage Bonds [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt Instrument [Line Items]
Variable rate notes issued	200,000,000.0
Term loan outstanding				200,000,000
Pollution control series maturing in November 2040 [Member]
Debt Instrument [Line Items]
Term loan outstanding						100,000,000
Pollution control series maturing in November 2040 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt Instrument [Line Items]
Debt called/redeemed	$ 100,000,000
Term loan outstanding				0		100,000,000
Bank term loan due in May 2018 - rates from: 2.41% - 2.44% and 2.42% - 2.45% [Member]
Debt Instrument [Line Items]
Current portion - long-term debt				0		20,000,000
Term loan outstanding					$ 160,000,000	$ 140,000,000
Bank Term Loan Maturing July 2020 [Member]
Debt Instrument [Line Items]
Term loan outstanding				$ 125,000,000	125,000,000
Revolving Credit Agreement with Bank Group Expiring 2020 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt Instrument [Line Items]
Unsecured revolving credit agreement					175,000,000.0
Letter of credit sublimit					50,000,000.0
Line of credit facility, additional borrowing capacity					100,000,000.0
DPL Revolving Credit Facility [Member] | Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Unsecured revolving credit agreement			$ 100,000,000.0		205,000,000.0
Unsecured revolving credit agreement, term			5 years
Letter of credit sublimit			$ 100,000,000.0		200,000,000.0
Line of credit facility, additional borrowing capacity			$ 50,000,000.0		$ 95,000,000.0
Number of letters of credit outstanding | letter_of_credit				1
Letters of credit outstanding				$ 2,300,000
Line of credit facility, remaining borrowing capacity				$ 202,700,000
Revolving Credit Agreement and Term Loan [Member]
Debt Instrument [Line Items]
Number of financial covenants | debt_covenant				2
Number of prior quarters included in EBITDA to interest calculation | fiscal_quarter				4
Number of prior quarters included in debt to EBITDA ratio | fiscal_quarter				4

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Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2015

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Fair Value and Cost Of Non-Derivative Instruments

The following table presents the fair value and cost of our non-derivative instruments at September 30, 2015 and December 31, 2014. Information about the fair value of our derivative instruments can be found in Note 9.

	September 30, 2015				December 31, 2014
$ in millions	Cost		Fair Value		Cost		Fair Value
Assets
Money market funds	$	0.2	$	0.2	$	0.1	$	0.1
Equity securities	2.7		3.4		2.7		3.7
Debt securities	4.5		4.4		4.7		4.7
Hedge funds	0.7		0.7		0.8		0.8
Real estate	0.3		0.3		0.4		0.4
Total Assets	$	8.4	$	9.0	$	8.7	$	9.7
Liabilities
Debt	$	2,009.4	$	2,033.7	$	2,159.7	$	2,204.8

Fair Value of Assets and Liabilities Measured on Recurring Basis

The fair value of assets and liabilities at September 30, 2015 and December 31, 2014 and the respective category within the fair value hierarchy for DPL was determined as follows:

Assets and Liabilities at Fair Value
			Level 1		Level 2		Level 3
$ in millions	Fair value at September 30, 2015		Based on Quoted Prices in Active Markets		Other Observable Inputs		Unobservable Inputs
Assets
Master Trust assets
Money market funds	$	0.2	$	0.2	$	—	$	—
Equity securities	3.4		—		3.4		—
Debt securities	4.4		—		4.4		—
Hedge funds	0.7		—		0.7		—
Real estate	0.3		—		0.3		—
Total Master Trust assets	9.0		0.2		8.8		—
Derivative Assets
FTRs	0.4		—		—		0.4
Forward power contracts	30.0		—		30.0		—
Total Derivative assets	30.4		—		30.0		0.4
Total Assets	$	39.4	$	0.2	$	38.8	$	0.4
Liabilities
Derivative Liabilities
FTRs	0.7		—		—		0.7
Forward power contracts	24.4		—		22.2		2.2
Total Derivative liabilities	25.1		—		22.2		2.9
Debt	2,033.7		—		2,015.6		18.1
Total Liabilities	$	2,058.8	$	—	$	2,037.8	$	21.0

Assets and Liabilities at Fair Value
			Level 1		Level 2		Level 3
$ in millions	Fair value at December 31, 2014		Based on Quoted Prices in Active Markets		Other Observable Inputs		Unobservable Inputs
Assets
Master Trust assets
Money market funds	$	0.1	$	0.1	$	—	$	—
Equity securities	3.7		—		3.7		—
Debt securities	4.7		—		4.7		—
Hedge funds	0.8		—		0.8		—
Real estate	0.4		—		0.4		—
Total Master Trust assets	9.7		0.1		9.6		—
Derivative assets
Forward power contracts	14.9		—		13.7		1.2
Total Derivative assets	14.9		—		13.7		1.2
Total Assets	$	24.6	$	0.1	$	23.3	$	1.2
Liabilities
Derivative liabilities
FTRs	$	0.6	$	—	$	—	0.6
Heating oil futures	0.4		0.4		—		—
Natural gas futures	0.1		0.1		—		—
Forward power contracts	11.1		—		11.1		—
Total Derivative liabilities	12.2		0.5		11.1		0.6
Debt	2,204.8		—		2,186.6		18.2
Total Liabilities	$	2,217.0	$	0.5	$	2,197.7	$	18.8

Fair Value Measurements, Nonrecurring

The following table summarizes Goodwill and Long-lived assets measured at fair value on a non-recurring basis during the period and their level within the fair value hierarchy (there were no impairments during the nine months ended September 30, 2015):

$ in millions	Nine months ended September 30, 2014
	Carrying		Fair Value						Gross
	Amount (c)		Level 1		Level 2		Level 3		Loss
Assets
Long-lived assets (a)
DP&L (East Bend)	$	14.2	$	—	$	—	$	2.7	$	11.5
Goodwill (b)
DPLER Reporting unit	$	135.8	$	—	$	—	$	—	$	135.8

(a)See Note 9 for further information

(b)See Note 12 for further information

(c)Carrying amount at date of valuation

THE DAYTON POWER AND LIGHT COMPANY [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Fair Value and Cost Of Non-Derivative Instruments

The following table presents the fair value and cost of our non-derivative instruments at September 30, 2015 and December 31, 2014. Information about the fair value of our derivative instruments can be found in Note 9.

	September 30, 2015				December 31, 2014
$ in millions	Cost		Fair Value		Cost		Fair Value
Assets
Money market funds	$	0.2	$	0.2	$	0.1	$	0.1
Equity securities	2.7		3.4		2.7		3.7
Debt securities	4.5		4.4		4.7		4.7
Hedge funds	0.7		0.7		0.8		0.8
Real estate	0.3		0.3		0.4		0.4
Total assets	$	8.4	$	9.0	$	8.7	$	9.7
Liabilities
Debt	$	762.9	$	764.3	$	877.1	$	882.5

Fair Value of Assets and Liabilities Measured on Recurring Basis

The fair value of assets and liabilities at September 30, 2015 and December 31, 2014 and the respective category within the fair value hierarchy for DP&L was determined as follows:

Assets and Liabilities at Fair Value
			Level 1		Level 2		Level 3
$ in millions	Fair value at September 30, 2015		Based on Quoted Prices in Active Markets		Other Observable Inputs		Unobservable Inputs
Assets
Master Trust assets
Money market funds	$	0.2	$	0.2	$	—	$	—
Equity securities	3.4		—		3.4		—
Debt securities	4.4		—		4.4		—
Hedge funds	0.7		—		0.7		—
Real estate	0.3		—		0.3		—
Total Master Trust assets	9.0		0.2		8.8		—
Derivative assets
FTRs	0.4		—		—		0.4
Forward power contracts	30.2		—		30.2		—
Total derivative assets	30.6		—		30.2		0.4
Total assets	$	39.6	$	0.2	$	39.0	$	0.4
Liabilities
Derivative liabilities
FTRs	$	0.7	$	—	$	—	$	0.7
Forward power contracts	24.5		—		22.3		2.2
Total derivative liabilities	25.2		—		22.3		2.9
Debt	764.3		—		746.2		18.1
Total liabilities	$	789.5	$	—	$	768.5	$	21.0

Assets and Liabilities at Fair Value
			Level 1		Level 2		Level 3
$ in millions	Fair value at December 31, 2014		Based on Quoted Prices in Active Markets		Other Observable Inputs		Unobservable Inputs
Assets
Master Trust assets
Money market funds	$	0.1	$	0.1	$	—	$	—
Equity securities	3.7		—		3.7		—
Debt securities	4.7		—		4.7		—
Hedge funds	0.8		—		0.8		—
Real estate	0.4		—		0.4		—
Total Master Trust assets	9.7		0.1		9.6		—
Derivative assets
Forward power contracts	15.1		—		13.9		1.2
Total Derivative assets	15.1		—		13.9		1.2
Total assets	$	24.8	$	0.1	$	23.5	$	1.2
Liabilities
Derivative liabilities
FTRs	$	0.6	$	—	$	—	$	0.6
Heating oil futures	0.4		0.4		—		—
Natural gas futures	0.1		0.1		—		—
Forward power contracts	11.2		—		11.2		—
Total Derivative liabilities	12.3		0.5		11.2		0.6
Debt	882.5		—		864.3		18.2
Total liabilities	$	894.8	$	0.5	$	875.5	$	18.8

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Pension and Postretirement Benefits (Tables)

9 Months Ended

Sep. 30, 2015

Entity Information [Line Items]

Schedule of Net Periodic Benefit Cost / (Income)

The net periodic benefit cost of the pension and postretirement benefit plans for the three and nine months ended September 30, 2015 and 2014 was:

Net Periodic Benefit Cost	Pension						Postretirement
	Three months ended						Three months ended
	September 30,						September 30,
$ in millions	2015			2014			2015			2014
Service cost	$	1.7		$	1.5		$	0.1		$	—
Interest cost	4.4			4.3			0.2			0.2
Expected return on plan assets	(5.7		)	(5.8		)	(0.1		)	—
Amortization of unrecognized:
Prior service cost	0.5			0.4			—			—
Actuarial loss / (gain)	1.5			0.9			(0.1		)	(0.1		)
Net periodic benefit cost	$	2.4		$	1.3		$	0.1		$	0.1

Net Periodic Benefit Cost	Pension						Postretirement
	Nine months ended						Nine months ended
	September 30,						September 30,
$ in millions	2015			2014			2015			2014
Service cost	$	5.3		$	4.5		$	0.1		$	0.1
Interest cost	13.0			13.1			0.5			0.6
Expected return on plan assets	(17.0		)	(17.2		)	(0.1		)	(0.1		)
Amortization of unrecognized:
Prior service cost	1.5			1.1			—			—
Actuarial loss / (gain)	4.4			2.6			(0.3		)	(0.4		)
Net periodic benefit cost	$	7.2		$	4.1		$	0.2		$	0.2

Estimated Future Benefit Payments and Medicare Part D Reimbursements

Benefit payments and Medicare Part D reimbursements, which reflect future service, are estimated to be paid as follows:

$ in millions	Pension		Postretirement
2015	$	6.2	$	0.5
2016	25.2		1.8
2017	25.7		1.7
2018	26.3		1.6
2019	26.7		1.5
2020 - 2024	137.0		6.1

THE DAYTON POWER AND LIGHT COMPANY [Member]

Entity Information [Line Items]

Schedule of Net Periodic Benefit Cost / (Income)

The net periodic benefit cost of the pension and postretirement benefit plans for the three and nine months ended September 30, 2015 and 2014 was:

Net Periodic Benefit Cost	Pension						Postretirement
	Three months ended						Three months ended
	September 30,						September 30,
$ in millions	2015			2014			2015			2014
Service cost	$	1.8		$	1.5		$	0.1		$	—
Interest cost	4.2			4.3			0.1			0.2
Expected return on plan assets	(5.6		)	(5.7		)	(0.1		)	(0.1		)
Amortization of unrecognized:
Prior service cost	0.9			0.7			0.1			0.1
Actuarial loss / (gain)	2.4			1.6			(0.2		)	(0.2		)
Net periodic benefit cost	$	3.7		$	2.4		$	—		$	—

Net Periodic Benefit Cost	Pension						Postretirement
	Nine months ended						Nine months ended
	September 30,						September 30,
$ in millions	2015			2014			2015			2014
Service cost	$	5.3		$	4.4		$	0.1		$	0.1
Interest cost	12.8			13.0			0.5			0.6
Expected return on plan assets	(16.8		)	(17.0		)	(0.1		)	(0.2		)
Amortization of unrecognized:
Prior service cost	2.5			2.1			0.1			0.1
Actuarial loss / (gain)	7.2			4.8			(0.5		)	(0.5		)
Net periodic benefit cost	$	11.0		$	7.3		$	0.1		$	0.1

Estimated Future Benefit Payments and Medicare Part D Reimbursements

Benefit payments and Medicare Part D reimbursements, which reflect future service, are estimated to be paid as follows:

$ in millions	Pension		Postretirement
2015	$	6.2	$	0.5
2016	25.2		1.8
2017	25.7		1.7
2018	26.3		1.6
2019	26.7		1.5
2020 - 2024	137.0		6.1

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Derivative Instruments and Hedging Activities (Classification within the Condensed Consolidated Statements of Results of Operations or Balance Sheets of the Gains and Losses) (Details) - Not Designated as Hedging Instrument [Member] - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Change in unrealized gain / (loss)	$ (3.0)	$ (2.2)	$ (4.2)	$ (7.5)
Gain (Loss) on Derivative Instruments, Net, Pretax	(4.6)	(2.0)	(8.6)	(2.8)
Derivative, Gain (Loss) on Derivative, Net	(7.6)	(4.2)	(12.8)	(10.3)
Commodity Contract - Heating Oil [Member]
Change in unrealized gain / (loss)	0.1	(0.2)	0.4	(0.3)
Gain (Loss) on Derivative Instruments, Net, Pretax	(0.2)	0.0	(0.3)	0.1
Derivative, Gain (Loss) on Derivative, Net	(0.1)	(0.2)	0.1	(0.2)
Commodity Contract - FTR [Member]
Change in unrealized gain / (loss)	0.1	0.3	0.2	(1.2)
Gain (Loss) on Derivative Instruments, Net, Pretax	(0.1)	0.1	(0.1)	0.7
Derivative, Gain (Loss) on Derivative, Net	0.0	0.4	0.1	(0.5)
Forward Contract Power [Member]
Change in unrealized gain / (loss)	(3.2)	(2.3)	(4.9)	(6.0)
Gain (Loss) on Derivative Instruments, Net, Pretax	(4.3)	(2.1)	(8.1)	(3.6)
Derivative, Gain (Loss) on Derivative, Net	(7.5)	(4.4)	(13.0)	(9.6)
Natural Gas [Member]
Change in unrealized gain / (loss)			0.1
Gain (Loss) on Derivative Instruments, Net, Pretax			(0.1)
Derivative, Gain (Loss) on Derivative, Net			0.0
THE DAYTON POWER AND LIGHT COMPANY [Member]
Change in unrealized gain / (loss)	(3.1)	(2.6)	(4.3)	(7.2)
Gain (Loss) on Derivative Instruments, Net, Pretax	(4.6)	(2.0)	(8.6)	(2.2)
Derivative, Gain (Loss) on Derivative, Net	(7.7)	(4.6)	(12.9)	(9.4)
THE DAYTON POWER AND LIGHT COMPANY [Member] | Commodity Contract - Heating Oil [Member]
Change in unrealized gain / (loss)	0.1	(0.2)	0.4	(0.3)
Gain (Loss) on Derivative Instruments, Net, Pretax	(0.2)	0.0	(0.3)	0.1
Derivative, Gain (Loss) on Derivative, Net	(0.1)	(0.2)	0.1	(0.2)
THE DAYTON POWER AND LIGHT COMPANY [Member] | Commodity Contract - FTR [Member]
Change in unrealized gain / (loss)	0.1	0.3	0.2	(1.2)
Gain (Loss) on Derivative Instruments, Net, Pretax	(0.1)	0.1	(0.1)	0.7
Derivative, Gain (Loss) on Derivative, Net	0.0	0.4	0.1	(0.5)
THE DAYTON POWER AND LIGHT COMPANY [Member] | Forward Contract Power [Member]
Change in unrealized gain / (loss)	(3.3)	(2.7)	(5.0)	(5.7)
Gain (Loss) on Derivative Instruments, Net, Pretax	(4.3)	(2.1)	(8.1)	(3.0)
Derivative, Gain (Loss) on Derivative, Net	(7.6)	(4.8)	(13.1)	(8.7)
THE DAYTON POWER AND LIGHT COMPANY [Member] | Natural Gas [Member]
Change in unrealized gain / (loss)			0.1
Gain (Loss) on Derivative Instruments, Net, Pretax			(0.1)
Derivative, Gain (Loss) on Derivative, Net			0.0
Regulatory Asset [Member]
Derivative, Gain (Loss) on Derivative, Net		(0.1)	0.1	(0.1)
Regulatory Asset [Member] | Commodity Contract - Heating Oil [Member]
Derivative, Gain (Loss) on Derivative, Net		(0.1)	0.1	(0.1)
Regulatory Asset [Member] | Commodity Contract - FTR [Member]
Derivative, Gain (Loss) on Derivative, Net		0.0	0.0	0.0
Regulatory Asset [Member] | Forward Contract Power [Member]
Derivative, Gain (Loss) on Derivative, Net		0.0	0.0	0.0
Regulatory Asset [Member] | Natural Gas [Member]
Derivative, Gain (Loss) on Derivative, Net			0.0
Regulatory Asset [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Derivative, Gain (Loss) on Derivative, Net		(0.1)	0.1	(0.1)
Regulatory Asset [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Commodity Contract - Heating Oil [Member]
Derivative, Gain (Loss) on Derivative, Net		(0.1)	0.1	(0.1)
Regulatory Asset [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Commodity Contract - FTR [Member]
Derivative, Gain (Loss) on Derivative, Net		0.0	0.0	0.0
Regulatory Asset [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Forward Contract Power [Member]
Derivative, Gain (Loss) on Derivative, Net		0.0	0.0	0.0
Regulatory Asset [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Natural Gas [Member]
Derivative, Gain (Loss) on Derivative, Net			0.0
Purchased Power [Member]
Derivative, Gain (Loss) on Derivative, Net	(11.0)	(4.0)	(21.8)	(10.1)
Purchased Power [Member] | Commodity Contract - Heating Oil [Member]
Derivative, Gain (Loss) on Derivative, Net	0.0	0.0	0.0	0.0
Purchased Power [Member] | Commodity Contract - FTR [Member]
Derivative, Gain (Loss) on Derivative, Net	0.0	0.4	0.1	(0.5)
Purchased Power [Member] | Forward Contract Power [Member]
Derivative, Gain (Loss) on Derivative, Net	(11.0)	(4.4)	(21.9)	(9.6)
Purchased Power [Member] | Natural Gas [Member]
Derivative, Gain (Loss) on Derivative, Net			0.0
Purchased Power [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Derivative, Gain (Loss) on Derivative, Net	(11.0)	(4.1)	(21.8)	(10.2)
Purchased Power [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Commodity Contract - Heating Oil [Member]
Derivative, Gain (Loss) on Derivative, Net	0.0	0.0	0.0	0.0
Purchased Power [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Commodity Contract - FTR [Member]
Derivative, Gain (Loss) on Derivative, Net	0.0	0.4	0.1	(0.5)
Purchased Power [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Forward Contract Power [Member]
Derivative, Gain (Loss) on Derivative, Net	(11.0)	(4.5)	(21.9)	(9.7)
Purchased Power [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Natural Gas [Member]
Derivative, Gain (Loss) on Derivative, Net			0.0
Revenue [Member]
Derivative, Gain (Loss) on Derivative, Net	3.5		8.9
Revenue [Member] | Commodity Contract - Heating Oil [Member]
Derivative, Gain (Loss) on Derivative, Net	0.0		0.0
Revenue [Member] | Commodity Contract - FTR [Member]
Derivative, Gain (Loss) on Derivative, Net	0.0		0.0
Revenue [Member] | Forward Contract Power [Member]
Derivative, Gain (Loss) on Derivative, Net	3.5		8.9
Revenue [Member] | Natural Gas [Member]
Derivative, Gain (Loss) on Derivative, Net			0.0
Revenue [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Derivative, Gain (Loss) on Derivative, Net	3.4	(0.3)	8.8	1.0
Revenue [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Commodity Contract - Heating Oil [Member]
Derivative, Gain (Loss) on Derivative, Net	0.0	0.0	0.0	0.0
Revenue [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Commodity Contract - FTR [Member]
Derivative, Gain (Loss) on Derivative, Net	0.0	0.0	0.0	0.0
Revenue [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Forward Contract Power [Member]
Derivative, Gain (Loss) on Derivative, Net	3.4	(0.3)	8.8	1.0
Revenue [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Natural Gas [Member]
Derivative, Gain (Loss) on Derivative, Net			0.0
Fuel [Member]
Derivative, Gain (Loss) on Derivative, Net	(0.1)	(0.1)		(0.1)
Fuel [Member] | Commodity Contract - Heating Oil [Member]
Derivative, Gain (Loss) on Derivative, Net	(0.1)	(0.1)		(0.1)
Fuel [Member] | Commodity Contract - FTR [Member]
Derivative, Gain (Loss) on Derivative, Net	0.0	0.0		0.0
Fuel [Member] | Forward Contract Power [Member]
Derivative, Gain (Loss) on Derivative, Net	$ 0.0	0.0		0.0
Fuel [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Derivative, Gain (Loss) on Derivative, Net		(0.1)	(0.1)	(0.1)
Fuel [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Commodity Contract - Heating Oil [Member]
Derivative, Gain (Loss) on Derivative, Net		(0.1)	(0.1)	(0.1)
Fuel [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Commodity Contract - FTR [Member]
Derivative, Gain (Loss) on Derivative, Net		0.0	0.0	0.0
Fuel [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Forward Contract Power [Member]
Derivative, Gain (Loss) on Derivative, Net		$ 0.0	$ 0.0	$ 0.0

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Debt Obligations (Long-term Debt) (Details) - USD ($) $ in Millions	9 Months Ended	12 Months Ended
	Sep. 30, 2015	Dec. 31, 2014	Aug. 03, 2015	Jul. 31, 2015	Jul. 01, 2015
Debt Instrument [Line Items]
Unamortized debt discount / premiums, net	$ (0.6)	$ (0.7)
Total long-term debt at subsidary	314.5	874.7
Total long-term debt	1,564.5	2,139.6
THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt Instrument [Line Items]
Unamortized debt discount / premiums, net	(3.5)	(2.8)
Unamortized debt discount	0.0	(0.5)
Total long-term debt	$ 318.0	877.0
First Mortgage Bonds Maturing in September 2016 - 1.875% [Member]
Debt Instrument [Line Items]
Long-term debt, gross		445.0
Debt instrument maturity year	Sep. 01, 2016
Debt instrument interest percentage	1.875%
First Mortgage Bonds Maturing in September 2016 - 1.875% [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt Instrument [Line Items]
Long-term debt, gross	$ 0.0	445.0
Pollution Control Series Maturing in January 2028 - 4.70% [Member]
Debt Instrument [Line Items]
Long-term debt, gross		35.3
Debt instrument maturity year	Jan. 01, 2028
Debt instrument interest percentage	4.70%
Pollution Control Series Maturing in January 2028 - 4.70% [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt Instrument [Line Items]
Long-term debt, gross	$ 0.0	35.3
Debt instrument interest percentage					4.70%
Pollution Control Series Maturing in January 2034 - 4.80% [Member]
Debt Instrument [Line Items]
Long-term debt, gross		179.1
Debt instrument maturity year	Jan. 01, 2034
Debt instrument interest percentage	4.80%
Pollution Control Series Maturing in January 2034 - 4.80% [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt Instrument [Line Items]
Long-term debt, gross	$ 0.0	179.1
Debt instrument interest percentage			4.80%		4.80%
Pollution Control Series Maturing in September 2036 - 4.80% [Member]
Debt Instrument [Line Items]
Long-term debt, gross	$ 100.0	100.0
Debt instrument maturity year	Sep. 01, 2036
Debt instrument interest percentage	4.80%
Pollution Control Series Maturing in September 2036 - 4.80% [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt Instrument [Line Items]
Long-term debt, gross	$ 100.0	100.0
Pollution control series maturing in November 2040 - rates: 0.02% - 0.12% and 0.04% - 0.15% [Member]
Debt Instrument [Line Items]
Long-term debt, gross		$ 100.0
Debt instrument maturity year	Nov. 01, 2040
Debt instrument interest percentage minimum	0.02%	0.04%
Debt instrument interest percentage maximum	0.12%	0.15%
Pollution control series maturing in November 2040 - rates: 0.02% - 0.12% and 0.04% - 0.15% [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt Instrument [Line Items]
Long-term debt, gross	$ 0.0	$ 100.0
Pollution Control Series Maturing in August 2020 - 1.13% - 1.14% [Member]
Debt Instrument [Line Items]
Debt instrument maturity year	Aug. 01, 2020
Debt instrument interest percentage minimum	1.13%
Debt instrument interest percentage maximum	1.14%
Pollution Control Series Maturing in August 2020 - 1.13% - 1.14% [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt Instrument [Line Items]
Long-term debt, gross	$ 200.0
U.S. Government note maturing in February 2061 - 4.20% [Member]
Debt Instrument [Line Items]
Long-term debt, gross	$ 18.0	18.1
Debt instrument maturity year	Feb. 01, 2061
Debt instrument interest percentage	4.20%
U.S. Government note maturing in February 2061 - 4.20% [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt Instrument [Line Items]
Long-term debt, gross	$ 18.0	18.1
Bank term loan due in July 2020 - rates from: 2.44% - 2.45% [Member]
Debt Instrument [Line Items]
Long-term debt, gross	$ 125.0			$ 125.0
Debt instrument maturity year	Jul. 31, 2020
Debt instrument interest percentage minimum	2.44%
Debt instrument interest percentage maximum	2.45%
Bank term loan due in May 2018 - rates from: 2.41% - 2.44% and 2.42% - 2.45% [Member]
Debt Instrument [Line Items]
Long-term debt, gross		$ 140.0		$ 160.0
Debt instrument maturity year	May 01, 2018
Debt instrument interest percentage minimum	2.41%	2.42%
Debt instrument interest percentage maximum	2.44%	2.45%
Senior unsecured due in October 2016 - 6.5% [Member]
Debt Instrument [Line Items]
Long-term debt, gross	$ 130.0	$ 130.0
Debt instrument maturity year	Oct. 01, 2016
Debt instrument interest percentage	6.50%
Senior unsecured due in October 2019 - 6.75% [Member]
Debt Instrument [Line Items]
Long-term debt, gross	$ 200.0	200.0
Debt instrument maturity year	Oct. 01, 2019
Debt instrument interest percentage	6.75%
Senior unsecured due in October 2021 - 7.25% [Member]
Debt Instrument [Line Items]
Long-term debt, gross	$ 780.0	780.0
Debt instrument maturity year	Oct. 01, 2021
Debt instrument interest percentage	7.25%
Note to DPL Capital Trust II Maturing in September 2031 - 8.125% [Member]
Debt Instrument [Line Items]
Long-term debt, gross	$ 15.6	$ 15.6
Debt instrument maturity year	Sep. 01, 2031
Debt instrument interest percentage	8.125%

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Derivative Instruments and Hedging Activities (Tables)

9 Months Ended

Sep. 30, 2015

Derivative Instruments and Hedging Activities Disclosures [Line Items]

Schedule of Notional Amounts of Outstanding Derivative Positions

At September 30, 2015, DPL had the following outstanding derivative instruments:

Commodity	Accounting Treatment	Unit	Purchases (in thousands)	Sales (in thousands)		Net Purchases/ (Sales) (in thousands)
FTRs	Mark to Market	MWh	24.7	—		24.7
Forward power contracts	Cash Flow Hedge	MWh	1,361.2	(7,857.7	)	(6,496.5	)
Forward power contracts	Mark to Market	MWh	5,309.7	(1,850.3	)	3,459.4

At December 31, 2014, DPL had the following outstanding derivative instruments:

Commodity	Accounting Treatment	Unit	Purchases (in thousands)	Sales (in thousands)		Net Purchases/ (Sales) (in thousands)
FTRs	Mark to Market	MWh	10.5	—		10.5
Heating oil futures	Mark to Market	Gallons	378.0	—		378.0
Natural gas futures	Mark to Market	Dths	200.0	—		200.0
Forward power contracts	Cash Flow Hedge	MWh	175.0	(2,991.0	)	(2,816.0	)
Forward power contracts	Mark to Market	MWh	1,725.2	(2,707.8	)	(982.6	)

Gains or Losses Recognized in AOCI for the Cash Flow Hedges

The following table provides information for DPL concerning gains or losses recognized in AOCI for the cash flow hedges for the three months ended September 30, 2015 and 2014:

	Three months ended						Three months ended
	September 30, 2015						September 30, 2014
				Interest						Interest
$ in millions (net of tax)	Power			Rate Hedge			Power			Rate Hedge
Beginning accumulated derivative gain / (loss) in AOCI	$	1.1		$	17.8		$	(12.4	)	$	18.8
Net gains / (losses) associated with current period hedging transactions	7.8			—			1.2			—
Net gains / (losses) reclassified to earnings
Interest expense	—			(0.1		)	—			(0.2		)
Revenues	(2.5		)	—			3.4			—
Purchased power	0.6			—			0.2			—
Ending accumulated derivative gain / (loss) in AOCI	$	7.0		$	17.7		$	(7.6	)	$	18.6

The following table provides information for DPL concerning gains or losses recognized in AOCI for the cash flow hedges for the nine months endedSeptember 30, 2015 and 2014:

	Nine months ended						Nine months ended
	September 30, 2015						September 30, 2014
				Interest						Interest
$ in millions (net of tax)	Power			Rate Hedge			Power			Rate Hedge
Beginning accumulated derivative gain in AOCI	$	0.2		$	18.3		$	1.4		$	19.2
Net gains / (losses) associated with current period hedging transactions	9.6			—			(23.8		)	—
Net gains / (losses) reclassified to earnings
Interest expense	—			(0.6		)	—			(0.6		)
Revenues	(4.5		)	—			15.4			—
Purchased power	1.7			—			(0.6		)	—
Ending accumulated derivative gain / (loss) in AOCI	$	7.0		$	17.7		$	(7.6	)	$	18.6
Portion expected to be reclassified to earnings in the next twelve months (a)	$	3.3		$	(0.8	)
Maximum length of time that we are hedging our exposure to variability in future cash flows related to forecasted transactions (in months)	39			0

(a)The actual amounts that we reclassify from AOCI to earnings related to power can differ from the estimate above due to market price changes.

Schedule of Other Derivatives Not Designated as Hedging Instruments, Statements of Financial Performance and Financial Position, Location

The following tables present the amount and classification within the Condensed Consolidated Statements of Operations or Condensed Consolidated Balance Sheets of the gains and losses on DPL’s derivatives not designated as hedging instruments for the three and nine months ended September 30, 2015 and 2014:

For the three months ended September 30, 2015
$ in millions	Heating Oil			FTRs			Power			Total
Change in unrealized gain / (loss)	$	0.1		$	0.1		$	(3.2	)	$	(3.0	)
Realized loss	(0.2		)	(0.1		)	(4.3		)	(4.6		)
Total	$	(0.1	)	$	—		$	(7.5	)	$	(7.6	)
Recorded in Income Statement: gain / (loss)
Purchased power	$	—		$	—		$	(11.0	)	$	(11.0	)
Revenue	—			—			3.5			3.5
Fuel	(0.1		)	—			—			(0.1		)
Total	$	(0.1	)	$	—		$	(7.5	)	$	(7.6	)

For the three months ended September 30, 2014
$ in millions	Heating Oil			FTRs		Power			Total
Change in unrealized loss	$	(0.2	)	$	0.3	$	(2.3	)	$	(2.2	)
Realized gain / (loss)	—			0.1		(2.1		)	(2.0		)
Total	$	(0.2	)	$	0.4	$	(4.4	)	$	(4.2	)
Recorded on Balance Sheet:
Regulatory asset	$	(0.1	)	$	—	$	—		$	(0.1	)
Recorded in Income Statement: gain / (loss)
Purchased power	—			0.4		(4.4		)	(4.0		)
Fuel	(0.1		)	—		—			(0.1		)
Total	$	(0.2	)	$	0.4	$	(4.4	)	$	(4.2	)

For the nine months ended September 30, 2015
$ in millions	Heating Oil			FTRs			Power			Natural Gas			Total
Change in unrealized gain / (loss)	$	0.4		$	0.2		$	(4.9	)	$	0.1		$	(4.2	)
Realized loss	(0.3		)	(0.1		)	(8.1		)	(0.1		)	(8.6		)
Total	$	0.1		$	0.1		$	(13.0	)	$	—		$	(12.8	)
Recorded on Balance Sheet: gain/ (loss)
Regulatory Asset	$	0.1		$	—		$	—		$	—		$	0.1
Recorded in Income Statement: gain / (loss)
Purchased power	—			0.1			(21.9		)	—			(21.8		)
Revenue	—			—			8.9			—			8.9
Total	$	0.1		$	0.1		$	(13.0	)	$	—		$	(12.8	)

For the nine months ended September 30, 2014
$ in millions	Heating Oil			FTRs			Power			Total
Change in unrealized loss	$	(0.3	)	$	(1.2	)	$	(6.0	)	$	(7.5	)
Realized gain / (loss)	0.1			0.7			(3.6		)	(2.8		)
Total	$	(0.2	)	$	(0.5	)	$	(9.6	)	$	(10.3	)
Recorded in Income Statement: loss
Regulatory asset	$	(0.1	)	$	—		$	—		$	(0.1	)
Recorded in Income Statement: loss
Purchased power	—			(0.5		)	(9.6		)	(10.1		)
Fuel	(0.1		)	—			—			(0.1		)
Total	$	(0.2	)	$	(0.5	)	$	(9.6	)	$	(10.3	)

Schedule of Derivative Instruments in Statement of Financial Position, Fair Value

The following tables summarize the derivative positions presented in the balance sheet where a right of offset exists under these arrangements and related cash collateral received or pledged. The following table presents the fair value and balance sheet classification of DPL’s derivative instruments at September 30, 2015:

Fair Values of Derivative Instruments
at September 30, 2015
				Gross Amounts Not Offset in the Condensed Consolidated Balance Sheets
$ in millions	Hedging Designation	Gross Fair Value as presented in the Condensed Consolidated Balance Sheets		Financial Instruments with Same Counterparty in Offsetting Position			Cash Collateral			Net Balance Fair Value
Assets
Short-term derivative positions (presented in Other current assets)
Forward power contracts	Cash Flow	$	10.8	$	(6.0	)	$	—		$	4.8
Forward power contracts	MTM	5.3		(4.0		)	—			1.3
FTRs	MTM	0.4		(0.4		)	—			—
Long-term derivative positions (presented in Other deferred assets)
Forward power contracts	Cash Flow	8.2		(3.0		)	—			5.2
Forward power contracts	MTM	5.7		(5.2		)	—			0.5
Total assets		$	30.4	$	(18.6	)	$	—		$	11.8
Liabilities
Short-term derivative positions (presented in Other current liabilities)
Forward power contracts	Cash Flow	$	6.0	$	(6.0	)	$	—		$	—
Forward power contracts	MTM	8.9		(4.0		)	(4.6		)	0.3
FTRs	MTM	0.7		(0.4		)	—			0.3
Long-term derivative positions (presented in Other deferred liabilities)
Forward power contracts	Cash Flow	3.0		(3.0		)	—			—
Forward power contracts	MTM	6.5		(5.2		)	(1.0		)	0.3
Total liabilities		$	25.1	$	(18.6	)	$	(5.6	)	$	0.9

The following table presents the fair value and balance sheet classification of DPL’s derivative instruments at December 31, 2014:

Fair Values of Derivative Instruments
at December 31, 2014
				Gross Amounts Not Offset in the Condensed Consolidated Balance Sheets
$ in millions	Hedging Designation	Gross Fair Value as presented in the Condensed Consolidated Balance Sheets		Financial Instruments with Same Counterparty in Offsetting Position			Cash Collateral			Net Balance Fair Value
Assets
Short-term derivative positions (presented in Other current assets)
Forward power contracts	Cash Flow	$	5.6	$	(2.0	)	$	—		$	3.6
Forward power contracts	MTM	5.5		(3.4		)	—			2.1
Long-term derivative positions (presented in Other deferred assets)
Forward power contracts	Cash Flow	0.3		(0.3		)	—			—
Forward power contracts	MTM	3.5		(0.9		)	—			2.6
Total assets		$	14.9	$	(6.6	)	$	—		$	8.3
Liabilities
Short-term derivative positions (presented in Other current liabilities)
Forward power contracts	Cash Flow	$	2.1	$	(2.0	)	$	—		$	0.1
Forward power contracts	MTM	7.5		(3.4		)	(4.1		)	—
FTRs	MTM	0.6		—			—			0.6
Heating oil futures	MTM	0.4		—			(0.4		)	—
Natural gas	MTM	0.1		—			(0.1		)	—
Long-term derivative positions (presented in Other deferred liabilities)
Forward power contracts	Cash Flow	0.6		(0.3		)	(0.3		)	—
Forward power contracts	MTM	0.9		(0.9		)	—			—
Total liabilities		$	12.2	$	(6.6	)	$	(4.9	)	$	0.7

THE DAYTON POWER AND LIGHT COMPANY [Member]

Derivative Instruments and Hedging Activities Disclosures [Line Items]

Schedule of Notional Amounts of Outstanding Derivative Positions

At September 30, 2015, DP&L had the following outstanding derivative instruments:

Commodity	Accounting Treatment	Unit	Purchases (in thousands)	Sales (in thousands)		Net Purchases/ (Sales) (in thousands)
FTRs	Mark to Market	MWh	24.7	—		24.7
Forward power contracts	Cash Flow Hedge	MWh	1,361.2	(7,857.7	)	(6,496.5	)
Forward power contracts	Mark to Market	MWh	5,309.7	(1,916.5	)	3,393.2

At December 31, 2014, DP&L had the following outstanding derivative instruments:

Commodity	Accounting Treatment	Unit	Purchases (in thousands)	Sales (in thousands)		Net Purchases/ (Sales) (in thousands)
FTRs	Mark to Market	MWh	10.5	—		10.5
Heating oil futures	Mark to Market	Gallons	378.0	—		378.0
Natural Gas	Mark to Market	Dths	200.0	—		200.0
Forward power contracts	Cash Flow Hedge	MWh	175.0	(2,991.0	)	(2,816.0	)
Forward power contracts	Mark to Market	MWh	1,725.2	(2,804.0	)	(1,078.8	)

Gains or Losses Recognized in AOCI for the Cash Flow Hedges

The following table provides information for DP&L concerning gains or losses recognized in AOCI for the cash flow hedges for the three months ended September 30, 2015 and 2014:

	Three months ended						Three months ended
	September 30, 2015						September 30, 2014
				Interest						Interest
$ in millions (net of tax)	Power			Rate Hedge			Power			Rate Hedge
Beginning accumulated derivative gain in AOCI	$	1.1		$	2.2		$	(14.0	)	$	4.6
Net gains / (losses) associated with current period hedging transactions	7.8			—			1.4			—
Net gains / (losses) reclassified to earnings
Interest expense	—			(0.1		)	—			(0.2		)
Revenues	(2.5		)	—			3.2			—
Purchased power	0.6			—			0.2			—
Ending accumulated derivative gain / (loss) in AOCI	$	7.0		$	2.1		$	(9.2	)	$	4.4

The following table provides information for DP&L concerning gains or losses recognized in AOCI for the cash flow hedges for the nine months endedSeptember 30, 2015 and 2014:

	Nine months ended						Nine months ended
	September 30, 2015						September 30, 2014
				Interest						Interest
$ in millions (net of tax)	Power			Rate Hedge			Power			Rate Hedge
Beginning accumulated derivative gain in AOCI	$	0.2		$	2.6		$	1.0		$	5.2
Net gains / (losses) associated with current period hedging transactions	9.6			—			(26.3		)	—
Net gains / (losses) reclassified to earnings
Interest expense	—			(0.5		)	—			(0.8		)
Revenues	(4.5		)	—			16.6			—
Purchased power	1.7			—			(0.5		)	—
Ending accumulated derivative gain / (loss) in AOCI	$	7.0		$	2.1		$	(9.2	)	$	4.4
Portion expected to be reclassified to earnings in the next twelve months (a)	$	3.3		$	(0.8	)
Maximum length of time that we are hedging our exposure to variability in future cash flows related to forecasted transactions (in months)	39			0

(a) The actual amounts that we reclassify from AOCI to earnings related to power can differ from the estimate above due to market price changes.

Schedule of Other Derivatives Not Designated as Hedging Instruments, Statements of Financial Performance and Financial Position, Location

The following tables present the amount and classification within the Condensed Statements of Operations or Condensed Balance Sheets of the gains and losses on DP&L’s derivatives not designated as hedging instruments for the three and nine months ended September 30, 2015 and 2014:

For the three months ended September 30, 2015
$ in millions	Heating Oil			FTRs			Power			Total
Change in unrealized gain / (loss)	$	0.1		$	0.1		$	(3.3	)	$	(3.1	)
Realized loss	(0.2		)	(0.1		)	(4.3		)	(4.6		)
Total	$	(0.1	)	$	—		$	(7.6	)	$	(7.7	)
Recorded in Income Statement: gain / (loss)
Purchased power	$	—		$	—		$	(11.0	)	$	(11.0	)
Revenues	—			—			3.4			3.4
Fuel	(0.1		)	—			—			(0.1		)
Total	$	(0.1	)	$	—		$	(7.6	)	$	(7.7	)

For the three months ended September 30, 2014
$ in millions	Heating Oil			FTRs		Power			Total
Change in unrealized loss	$	(0.2	)	$	0.3	$	(2.7	)	$	(2.6	)
Realized gain / (loss)	—			0.1		(2.1		)	(2.0		)
Total	$	(0.2	)	$	0.4	$	(4.8	)	$	(4.6	)
Recorded on Balance Sheet:
Regulatory asset	$	(0.1	)	$	—	$	—		$	(0.1	)
Recorded in Income Statement: gain / (loss)
Revenues	—			—		(0.3		)	(0.3		)
Purchased power	—			0.4		(4.5		)	(4.1		)
Fuel	(0.1		)	—		—			(0.1		)
Total	$	(0.2	)	$	0.4	$	(4.8	)	$	(4.6	)

For the nine months ended September 30, 2015
$ in millions	Heating Oil			FTRs			Power			Natural Gas			Total
Change in unrealized gain / (loss)	$	0.4		$	0.2		$	(5.0	)	$	0.1		$	(4.3	)
Realized loss	(0.3		)	(0.1		)	(8.1		)	(0.1		)	(8.6		)
Total	$	0.1		$	0.1		$	(13.1	)	$	—		$	(12.9	)
Recorded on Balance Sheet:
Regulatory Asset	$	0.1		$	—		$	—		$	—		$	0.1
Recorded in Income Statement: gain / (loss)
Purchased power	—			0.1			(21.9		)	—			(21.8		)
Revenues	—			—			8.8			—			8.8
Total	$	0.1		$	0.1		$	(13.1	)	$	—		$	(12.9	)

For the nine months ended September 30, 2014
$ in millions	Heating Oil			FTRs			Power			Total
Change in unrealized loss	$	(0.3	)	$	(1.2	)	$	(5.7	)	$	(7.2	)
Realized gain / (loss)	0.1			0.7			(3.0		)	(2.2		)
Total	$	(0.2	)	$	(0.5	)	$	(8.7	)	$	(9.4	)
Recorded on Balance Sheet:
Regulatory asset	$	(0.1	)	$	—		$	—		$	(0.1	)
Recorded in Income Statement: gain / (loss)
Revenues	—			—			1.0			1.0
Purchased power	—			(0.5		)	(9.7		)	(10.2		)
Fuel	(0.1		)	—			—			(0.1		)
Total	$	(0.2	)	$	(0.5	)	$	(8.7	)	$	(9.4	)

Schedule of Derivative Instruments in Statement of Financial Position, Fair Value

The following table presents the fair value and balance sheet classification of DP&L’s derivative instruments at September 30, 2015:

Fair Values of Derivative Instruments
at September 30, 2015
				Gross Amounts Not Offset in the Condensed Balance Sheets
$ in millions	Hedging Designation	Gross Fair Value as presented in the Condensed Balance Sheets		Financial Instruments with Same Counterparty in Offsetting Position			Cash Collateral			Net Balance Fair Value
Assets
Short-term derivative positions (presented in Other current assets)
Forward power contracts	Cash Flow	$	10.8	$	(6.0	)	$	—		$	4.8
Forward power contracts	MTM	5.4		(4.0		)	—			1.4
FTRs	MTM	0.4		(0.4		)	—			—
Long-term derivative positions (presented in Other deferred assets)
Forward power contracts	Cash Flow	8.2		(3.0		)	—			5.2
Forward power contracts	MTM	5.8		(5.2		)	—			0.6
Total assets		$	30.6	$	(18.6	)	$	—		$	12.0
Liabilities
Short-term derivative positions (presented in Other current liabilities)
Forward power contracts	Cash Flow	$	6.0	$	(6.0	)	$	—		$	—
Forward power contracts	MTM	9.0		(4.0		)	(4.6		)	0.4
FTRs	MTM	0.7		(0.4		)	—			0.3
Long-term derivative positions (presented in Other deferred liabilities)
Forward power contracts	Cash Flow	3.0		(3.0		)	—			—
Forward power contracts	MTM	6.5		(5.2		)	(1.0		)	0.3
Total liabilities		$	25.2	$	(18.6	)	$	(5.6	)	$	1.0

The following table presents the fair value and balance sheet classification of DPL’s derivative instruments at December 31, 2014:

Fair Values of Derivative Instruments
at December 31, 2014
				Gross Amounts Not Offset in the Condensed Balance Sheets
$ in millions	Hedging Designation	Gross Fair Value as presented in the Condensed Balance Sheets		Financial Instruments with Same Counterparty in Offsetting Position			Cash Collateral			Net Balance Fair Value
Assets
Short-term derivative positions (presented in Other current assets)
Forward power contracts	Cash Flow	$	5.6	$	(2.0	)	$	—		$	3.6
Forward power contracts	MTM	5.6		(3.4		)	—			2.2
Long-term derivative positions (presented in Other deferred assets)
Forward power contracts	Cash Flow	0.3		(0.3		)	—			—
Forward power contracts	MTM	3.6		(0.9		)	—			2.7
Total assets		$	15.1	$	(6.6	)	$	—		$	8.5
Liabilities
Short-term derivative positions (presented in Other current liabilities)
Forward power contracts	Cash Flow	$	2.1	$	(2.0	)	$	—		$	0.1
Forward power contracts	MTM	7.5		(3.4		)	(4.1		)	—
FTRs	MTM	0.6		—			—			0.6
Heating oil futures	MTM	0.4		—			(0.4		)	—
Natural gas futures	MTM	0.1		—			(0.1		)	—
Long-term derivative positions (presented in Other deferred liabilities)
Forward power contracts	Cash Flow	0.6		(0.3		)	(0.3		)	—
Forward power contracts	MTM	1.0		(0.9		)	—			0.1
Total liabilities		$	12.3	$	(6.6	)	$	(4.9	)	$	0.8

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Business Segments (Tables)

9 Months Ended

Sep. 30, 2015

Segment Reporting [Abstract]

Financial Reporting for Reportable Business Segments

The following tables present financial information for each of DPL’s reportable business segments:

$ in millions	Utility		Competitive Retail		Other			Adjustments and Eliminations			DPL Consolidated
For the three months ended September 30, 2015
Revenues from external customers	$	323.2	$	77.0	$	13.9		$	—		$	414.1
Intersegment revenues	66.0		—		1.5			(67.5		)	—
Total revenues	389.2		77.0		15.4			(67.5		)	414.1
Fuel	69.0		—		2.4			—			71.4
Purchased power	142.5		66.6		3.0			(66.7		)	145.4
Gross margin	$	177.7	$	10.4	$	10.0		$	(0.8	)	$	197.3
Depreciation and amortization	$	34.6	$	0.2	$	—		$	—		$	34.8
Interest expense	6.9		—		22.1			(0.1		)	28.9
Income tax expense (benefit)	0.8		1.6		(2.1		)	—			0.3
Net income / (loss)	15.5		2.6		(9.5		)	—			8.6
Cash capital expenditures	$	27.9	$	0.3	$	0.5		$	—		$	28.7

$ in millions	Utility		Competitive Retail		Other			Adjustments and Eliminations			DPL Consolidated
For the three months ended September 30, 2014
Revenues from external customers	$	329.3	$	141.3	$	8.6		$	—		$	479.2
Intersegment revenues	125.6		—		3.0			(128.6		)	—
Total revenues	454.9		141.3		11.6			(128.6		)	479.2
Fuel	84.5		—		0.6			—			85.1
Purchased power	152.4		128.7		0.4			(127.8		)	153.7
Amortization of intangibles	—		—		0.3			—			0.3
Gross margin	$	218.0	$	12.6	$	10.3		$	(0.8	)	$	240.1
Depreciation and amortization	$	36.4	$	0.3	$	(2.2	)	$	—		$	34.5
Interest expense	9.4		0.1		23.8			(0.2		)	33.1
Income tax expense (benefit)	13.1		1.5		(55.6		)	—			(41.0		)
Net income / (loss)	53.2		3.0		42.2			—			98.4
Cash capital expenditures	$	25.6	$	0.5	$	0.3		$	—		$	26.4

$ in millions	Utility		Competitive Retail			Other			Adjustments and Eliminations			DPL Consolidated
For the nine months ended September 30, 2015
Revenues from external customers	$	957.6	$	274.5		$	49.4		$	—		$	1,281.5
Intersegment revenues	245.0		—			4.4			(249.4		)	—
Total revenues	1,202.6		274.5			53.8			(249.4		)	1,281.5
Fuel	188.9		—			13.3			—			202.2
Purchased power	452.3		247.0			7.8			(246.9		)	460.2
Gross margin	$	561.4	$	27.5		$	32.7		$	(2.5	)	$	619.1
Depreciation and amortization	$	103.5	$	0.6		$	—		$	—		$	104.1
Interest expense	24.6		0.1			65.8			(0.2		)	90.3
Income tax expense (benefit)	25.0		(2.6		)	(8.9		)	—			13.5
Net income / (loss)	75.9		10.9			(27.8		)	—			59.0
Cash capital expenditures	$	91.2	$	0.6		$	1.7		$	—		$	93.5
at September 30, 2015
Total assets	$	3,239.9	$	44.5		$	1,472.8		$	(1,267.8	)	$	3,489.4

$ in millions	Utility		Competitive Retail		Other			Adjustments and Eliminations			DPL Consolidated
For the nine months ended September 30, 2014
Revenues from external customers	$	875.9	$	414.9	$	38.8		$	—		$	1,329.6
Intersegment revenues	376.6		—		4.1			(380.7		)	—
Total revenues	1,252.5		414.9		42.9			(380.7		)	1,329.6
Fuel	227.4		—		8.5			—			235.9
Purchased power	457.3		380.0		7.1			(378.2		)	466.2
Amortization of intangibles	—		—		0.9			—			0.9
Gross margin	$	567.8	$	34.9	$	26.4		$	(2.5	)	$	626.6
Depreciation and amortization	$	108.2	$	0.6	$	(5.1	)	$	—		$	103.7
Goodwill impairment	—		—		135.8			—			135.8
Fixed-asset impairment	—		—		11.5			—			11.5
Interest expense	25.5		0.3		70.5			(0.5		)	95.8
Income tax expense (benefit)	23.1		2.1		4.5			—			29.7
Net income / (loss)	76.5		4.2		(197.5		)	—			(116.8		)
Cash capital expenditures	$	78.6	$	0.5	$	2.5		$	—		$	81.6
at December 31, 2014
Total assets	$	3,338.7	$	94.9	$	1,440.1		$	(1,295.9	)	$	3,577.8

XML

Overview and Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2015

Significant Accounting Policies [Line Items]

Overview and Summary of Significant Accounting Policies

Note 1 – Overview and Summary of Significant Accounting Policies

Description of Business

DPL is a diversified regional energy company organized in 1985 under the laws of Ohio. DPL’stwo reportable segments are the Utility segment, comprised of its DP&L subsidiary, and the Competitive Retail segment, comprised of its DPLER operations, which included the operations of DPLER’s wholly owned subsidiary MC Squared. MC Squared was sold effective April 1, 2015. See Note 11 for more information relating to these reportable segments. The terms “we,” “us,” “our” and “ours” are used to refer to DPL and its subsidiaries.

DPL is an indirectly wholly owned subsidiary of AES.

DP&L is a public utility incorporated in 1911 under the laws of Ohio. Beginning in 2001, Ohio law gave Ohio consumers the right to choose the electric generation supplier from whom they purchase retail generation service, however distribution and transmission retail services are still regulated. DP&L has the exclusive right to provide such distribution and transmission services to its more than515,000customers located in West Central Ohio. Additionally, DP&L offers retail SSO electric service to residential, commercial, industrial and governmental customers in a6,000square mile area of West Central Ohio. DP&L owns multiple coal-fired and peaking electric generating facilities as well as numerous transmission facilities, all of which are included in the financial statements at amortized cost. During 2015, DP&L is required to source60%of the generation for its SSO customers through a competitive bid process and beginning January 2016, generation for its SSO customers will be100%competitively bid. Principal industries located in DP&L’s service territory include automotive, food processing, paper, plastic, manufacturing and defense. DP&L's sales reflect the general economic conditions, seasonal weather patterns, retail competition in our service territory and the market price of electricity. DP&L sells any excess energy and capacity into the wholesale market. On June 4, 2014, the PUCO issued an entry on rehearing which requires DP&L to separate its generation assets from its transmission and distribution assets no later than January 1, 2017. DP&L also sells electricity to DPLER, an affiliate, to satisfy the electric requirements of DPLER’s retail customers.

DPLER sells competitive retail electric service, under contract, to residential, commercial, industrial and governmental customers in Ohio. As of September 30, 2015, DPLER has approximately 128,000 customers currently located throughout Ohio. On April 1, 2015, DPLER closed on the sale of its former subsidiary, MC Squared. DPLER does not own any transmission or generation assets, and all of DPLER’s electric energy was purchased from DP&L to meet its sales obligations. DPLER’s sales reflect the general economic conditions and seasonal weather patterns of the areas it serves.

DPL’s other significant subsidiaries include DPLE, which owns and operates peaking generating facilities from which it makes wholesale sales of electricity, and MVIC, our captive insurance company that provides insurance services to us. DPL owns all of the common stock of its subsidiaries.

DPL also has a wholly owned business trust, DPL Capital Trust II, formed for the purpose of issuing trust capital securities to investors.

DP&L’s electric transmission and distribution businesses are subject to rate regulation by federal and state regulators while its generation business is deemed competitive under Ohio law. Accordingly, DP&L applies the accounting standards for regulated operations to its electric transmission and distribution businesses and records regulatory assets when incurred costs are expected to be recovered in future customer rates, and regulatory liabilities when current cost recoveries in customer rates relate to expected future costs.

DPL and its subsidiaries employed 1,234 people as of September 30, 2015, of which 1,194 were employed by DP&L. Approximately 59% of all DPL employees are under a collective bargaining agreement that expires on October 31, 2017.

Financial Statement Presentation

DPL’s Condensed Consolidated Financial Statements include the accounts of DPL and its wholly owned subsidiaries except for DPL Capital Trust II, which is not consolidated, consistent with the provisions of GAAP. DP&L has undivided ownership interests in five coal-fired generating facilities, various peaking generating

facilities and numerous transmission facilities, all of which are included in the financial statements at amortized cost, which was adjusted to fair value at the date of the Merger for DPL. Operating revenues and expenses of these facilities are included on a pro rata basis in the corresponding lines in the Condensed Consolidated Statements of Operations. See Note 4 for more information.

Certain immaterial amounts from prior periods have been reclassified to conform to the current period presentation.

All material intercompany accounts and transactions are eliminated in consolidation.

These financial statements have been prepared in accordance with GAAP for interim financial statements, the instructions of Form 10-Q and Regulation S-X. Accordingly, certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with GAAP have been omitted from this interim report. Therefore, our interim financial statements in this report should be read along with the annual financial statements included in our Form 10-K.

In the opinion of our management, the Condensed Consolidated Financial Statements presented in this report contain all adjustments necessary to fairly state our financial position as of September 30, 2015; our results of operations for the three and nine months ended September 30, 2015 and 2014 and our cash flows for the nine months ended September 30, 2015 and 2014. Unless otherwise noted, all adjustments are normal and recurring in nature. Due to various factors, including, but not limited to, seasonal weather variations, the timing of outages of EGUs, changes in economic conditions involving commodity prices and competition, and other factors, interim results for the three and nine months ended September 30, 2015 may not be indicative of our results that will be realized for the full year ending December 31, 2015.

The preparation of financial statements in conformity with GAAP requires us to make estimates and judgments that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the revenues and expenses of the periods reported. Actual results could differ from these estimates. Significant items subject to such estimates and judgments include: the carrying value of property, plant and equipment; unbilled revenues; the valuation of derivative instruments; the valuation of insurance and claims liabilities; the valuation of allowances for receivables and deferred income taxes; regulatory assets and liabilities; liabilities recorded for income tax exposures; litigation; contingencies; the valuation of AROs; assets and liabilities related to employee benefits; goodwill; and intangibles.

As a result of push down accounting, DPL’s Condensed Consolidated Statements of Operations subsequent to the Merger include amortization expense relating to purchase accounting adjustments and depreciation of fixed assets based upon their fair value at the Merger date.

Sale of Receivables

DPLER sells its customer receivables. These sales are at a small discount for cash at the billed amounts for their customers’ use of energy. Total receivables sold by DPLER and by MC Squared prior to its sale during the three months ended September 30, 2015 and 2014 were $9.4 million and $37.7 million, respectively. Total receivables sold by DPLER and by MC Squared prior to its sale during the nine months ended September 30, 2015 and 2014 were $49.1 million and $98.7 million, respectively.

Accounting for Taxes Collected from Customers and Remitted to Governmental Authorities

DPL collects certain excise taxes levied by state or local governments from its customers. These taxes are accounted for on a net basis and not included in revenue. The amounts of such taxes collected for the three months ended September 30, 2015 and 2014 were $13.0 million and $12.5 million, respectively. The amounts of such taxes collected for the nine months ended September 30, 2015 and 2014 were $38.5 million and $38.5 million, respectively.

Related Party Transactions

In December 2013, an agreement was signed, effective January 1, 2014, whereby the Service Company is to provide services including operations, accounting, legal, human resources, information technology and other corporate services on behalf of companies that are part of the U.S. SBU, including, among other companies, DPL and DP&L. The Service Company allocates the costs for these services based on cost drivers designed to result in fair and equitable allocations. This includes ensuring that the regulated utilities served, including DP&L, are not subsidizing costs incurred for the benefit of other businesses. DPL charges the Service Company for employee payroll and benefit costs that are incurred on behalf of the Service Company.

In the normal course of business, DPL enters into transactions with subsidiaries of AES. The following table provides a summary of these transactions:

	Three months ended				Nine months ended
	September 30,				September 30,
$ in millions	2015		2014		2015		2014
Transactions with the Service Company
Charges from the Service Company	$	8.9	$	11.7	$	28.5	$	28.4
Charges to the Service Company	$	1.1	$	0.6	$	5.1	$	1.8
					at September 30, 2015		at December 31, 2014
Net prepaid / (payable) to the service company					$	0.1	$	(4.7	)

DPL has issued debt to a wholly owned business trust, DPL Capital Trust II. See Note 5 for further information.

Recently Issued Accounting Standards

ASU No. 2015-03, Interest – Imputation of Interest (Subtopic 835-30)

In April 2015, the FASB issued ASU No. 2015-03, which simplifies the presentation of debt issuance costs by requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this update. The standard is effective for annual reporting periods beginning after December 15, 2015 and interim periods therein, and requires the use of the full retrospective approach. Early adoption is permitted for financial statements that have not been previously issued. As of September 30, 2015, DPL had approximately $17.6 millionin deferred financing costs classified in other non-current assets that would be reclassified to reduce the related debt liabilities upon adoption of ASU No. 2015-03.

ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606)

In May 2014, the FASB issued ASU No. 2014-09, which clarifies principles for recognizing revenue and will result in a common revenue standard for U.S. GAAP and International Financial Reporting Standards. The objective of the new standard is to provide a single and comprehensive revenue recognition model for all contracts with customers to improve comparability. The revenue standard contains principles that an entity will apply to determine the measurement of revenue and timing of when it is recognized. The standard requires an entity to recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contract with Customer (Topic 606): Deferral of the Effective Date, which deferred the effective date of ASU 2014-09 by one year, resulting in the new revenue standard being effective for annual reporting periods beginning after December 15, 2017 and interim periods therein. Early adoption is now permitted only as of the original effective date for public entities (that is, no earlier than 2017 for calendar year-end entities). The standard permits the use of either a full retrospective or modified retrospective approach. We have not yet selected a transition method and we are currently evaluating the impact of adopting the standard on our financial statements.

ASU No. 2015-11, Inventory: Simplifying the Measurement of Inventory (Topic 330)

In July 2015, the FASB issued ASU No. 2015-11, which simplifies the subsequent measurement of inventory. It replaces the current lower of cost or market test with a lower of cost or net realizable value test. The standard is effective for public entities for annual reporting periods beginning after December 15, 2016, and interim periods therein. Early adoption is permitted. The new guidance must be applied prospectively. We are currently evaluating the impact of adopting the standard on our financial statements.

ASU No. 2015-02, Consolidation — Amendments to the Consolidation Analysis (Topic 810)

In February 2015, the FASB issued ASU 2015-02, which makes targeted amendments to the current consolidation guidance and ends the deferral granted to investment companies from applying the VIE guidance. The standard amends the evaluation of whether (1) fees paid to a decision-maker or service providers represent a variable interest, (2) a limited partnership or similar entity has the characteristics of a VIE and (3) a reporting entity is the primary beneficiary of a VIE. The standard is effective for annual periods beginning after December 15, 2015 and interim periods therein. Early adoption is permitted. We are currently evaluating the impact of adopting the standard on our financial statements.

ASU No. 2015-13, Derivatives and Hedging (Topic 815): Application of the Normal Purchases and Normal Sales Scope Exception to Certain Electricity Contracts within Nodal Energy Market

In August 2015, the FASB issued ASU No. 2015-13, which resolves the diversity in practice resulting from determining whether certain contracts qualify for the normal purchases and normal sales scope exception under ASC Topic 815, Derivatives and Hedging. This standard clarifies that entities would not be precluded from applying the normal purchases and normal sales exception to certain forward contracts that necessitate the transmission of electricity through, or delivery to a location within, a nodal energy market. The standard is effective upon issuance and should be applied prospectively. As we had designated qualifying contracts as normal purchase or normal sales, there was no impact on our financial statements upon adoption of this standard.

ASU No. 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement

In April 2015, the FASB issued ASU No. 2015-05, which clarifies how customers in cloud computing arrangements should determine whether the arrangement includes a software license and eliminates the existing requirement for customers to account for software licenses they acquired by analogizing to the accounting guidance on leases. The standard is effective for annual reporting periods beginning after December 15, 2015 and interim periods therein. Early adoption is permitted. The standard permits the use of a prospective or retrospective approach. We have not yet selected a transition method and we are currently evaluating the impact of adopting the standard on our financial statements.

THE DAYTON POWER AND LIGHT COMPANY [Member]

Significant Accounting Policies [Line Items]

Overview and Summary of Significant Accounting Policies

Note 1 – Overview and Summary of Significant Accounting Policies

Description of Business

DP&L is a public utility incorporated in 1911 under the laws of Ohio. Beginning in 2001, Ohio law gave Ohio consumers the right to choose the electric generation supplier from whom they purchase retail generation service, however distribution and transmission retail services are still regulated. DP&L has the exclusive right to provide such distribution and transmission services to its more than515,000customers located in West Central Ohio. Additionally, DP&L offers retail SSO electric service to residential, commercial, industrial and governmental customers in a6,000square mile area of West Central Ohio. DP&L owns multiple coal-fired and peaking electric generating facilities as well as numerous transmission facilities, all of which are included in the financial statements at amortized cost. During 2015, DP&L is required to source60%of the generation for its SSO customers through a competitive bid process and beginning January 2016, generation for its SSO customers will be100%competitively bid. Principal industries located in DP&L’s service territory include automotive, food processing, paper, plastic, manufacturing and defense. DP&L's sales reflect the general economic conditions, seasonal weather patterns, retail competition in our service territory and the market price of electricity. DP&L sells any excess energy and capacity into the wholesale market. On June 4, 2014, the PUCO issued an entry on rehearing which requires DP&L to separate its generation assets from its transmission and distribution assets no later than January 1, 2017. DP&L also sells electricity to DPLER, an affiliate, to satisfy the electric requirements of DPLER’s retail customers.DP&L is a subsidiary of DPL.

DP&L’s electric transmission and distribution businesses are subject to rate regulation by federal and state regulators while its generation business is deemed competitive under Ohio law. Accordingly, DP&L applies the accounting standards for regulated operations to its electric transmission and distribution businesses and records regulatory assets when incurred costs are expected to be recovered in future customer rates, and regulatory liabilities when current cost recoveries in customer rates relate to expected future costs.

DP&L employed 1,194 people as of September 30, 2015. Approximately 61% of all employees are under a collective bargaining agreement which expires on October 31, 2017.

Financial Statement Presentation

DP&L does not have any subsidiaries. DP&L has undivided ownership interests in five coal-fired generating facilities, peaking electric generating facilities and numerous transmission facilities, all of which are included in the financial statements at amortized cost. Operating revenues and expenses of these facilities are included on a pro rata basis in the corresponding lines in the Condensed Statements of Operations. See Note 4 for more information.

Certain immaterial amounts from prior periods have been reclassified to conform to the current period presentation.

These financial statements have been prepared in accordance with GAAP for interim financial statements, the instructions of Form 10-Q and Regulation S-X. Accordingly, certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with GAAP have been omitted from this interim report. Therefore, our interim financial statements in this report should be read along with the annual financial statements included in our Form 10-K for the fiscal year ended December 31, 2014.

In the opinion of our management, the Condensed Financial Statements presented in this report contain all adjustments necessary to fairly state our financial position as of September 30, 2015; our results of operations for the three and nine months ended September 30, 2015 and 2014 and our cash flows for the nine months ended September 30, 2015 and 2014. Unless otherwise noted, all adjustments are normal and recurring in nature. Due to various factors, including, but not limited to, seasonal weather variations, the timing of outages of EGUs, changes in economic conditions involving commodity prices and competition, and other factors, interim results for the nine months ended September 30, 2015 may not be indicative of our results that will be realized for the full year ending December 31, 2015.

The preparation of financial statements in conformity with GAAP requires us to make estimates and judgments that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the revenues and expenses of the periods reported. Actual results could differ from these estimates. Significant items subject to such estimates and judgments include: the carrying value of property, plant and equipment; unbilled revenues; the valuation of derivative instruments; the valuation of insurance and claims liabilities; the valuation of allowances for receivables and deferred income taxes; regulatory assets and liabilities; liabilities recorded for income tax exposures; litigation; contingencies; the valuation of AROs; assets and liabilities related to employee benefits; goodwill; and intangibles.

Accounting for Taxes Collected from Customers and Remitted to Governmental Authorities

DP&L collects certain excise taxes levied by state or local governments from its customers. These taxes are accounted for on a net basis and not included in revenue. The amounts of such taxes collected for the three months ended September 30, 2015 and 2014 were $13.0 million and $12.5 million, respectively. The amounts of such taxes collected for the nine months ended September 30, 2015 and 2014 were $38.5 million and $38.5 million, respectively.

Related Party Transactions

In December 2013, an agreement was signed, effective January 1, 2014, whereby the Service Company is to provide services including operations, accounting, legal, human resources, information technology and other corporate services on behalf of companies that are part of the U.S. SBU, including, among other companies, DP&L. The Service Company allocates the costs for these services based on cost drivers designed to result in fair and equitable allocations. This includes ensuring that the regulated utilities served, including DP&L, are not subsidizing costs incurred for the benefit of other businesses. DP&L charges the Service Company for employee payroll and benefit costs that are incurred on behalf of the Service Company.

In the normal course of business, DP&L enters into transactions with other subsidiaries of DPL and AES. The following table provides a summary of these transactions:

	Three months ended September 30,						Nine months ended September 30,
$ in millions	2015			2014			2015			2014
DP&L Revenues:
Sales to DPLER (including MC Squared) (a)	$	66.0		$	125.6		$	245.0		$	376.6
DP&L Operations and Maintenance Expenses:
Premiums paid for insurance services provided by MVIC (b)	$	(0.8	)	$	(0.7	)	$	(2.4	)	$	(2.1	)
Expense recoveries for services provided to DPLER (c)	$	0.6		$	0.5		$	1.8		$	1.6
Transactions with the Service Company
Charges from the Service Company	$	7.6		$	7.4		$	24.3		$	24.2
Charges to the Service Company	$	1.1		$	0.6		$	5.0		$	1.7

DP&L Customer security deposits:	at September 30, 2015		at December 31, 2014
Deposits received from DPLER (d)	$	2.9	$	20.1
Balances with the Service Company
Net prepaid / (payable) to the service company	$	0.1	$	(4.7	)

(a) DP&L sells power to DPLER to satisfy the electric requirements of DPLER’s retail customers. The revenue dollars associated with sales to DPLER are recorded as wholesale revenues in DP&L’s Financial Statements.

(b) MVIC, a wholly owned captive insurance subsidiary of DPL, provides insurance coverage to DP&L and other DPL subsidiaries for workers’ compensation, general liability, property damages and directors’ and officers’ liability. These amounts represent insurance premiums paid by DP&L to MVIC. DP&L received insurance proceeds from MVIC of $0.5 million and $0.0 million for the three months ended September 30, 2015 and 2014, respectively, and $4.3 million and $0.4 million for the nine months ended September 30, 2015 and 2014, respectively.

(c) In the normal course of business DP&L incurs and records expenses on behalf of DPLER. Such expenses include, but are not limited to, employee-related expenses, accounting, information technology, payroll, legal and other administrative expenses. DP&L subsequently charges these expenses to DPLER at DP&L’s cost and credits the expense in which they were initially recorded.

(d) DP&L requires credit assurance from the CRES providers serving customers in its service territory because DP&L is the default energy provider should the CRES provider fail to fulfill its obligations to provide electricity. Due to DPL’s credit downgrade, DP&L required cash collateral from DPLER.

Recently Issued Accounting Standards

ASU No. 2015-03, Interest – Imputation of Interest (Subtopic 835-30)

In April 2015, the FASB issued ASU No. 2015-03, which simplifies the presentation of debt issuance costs by requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this update. The standard is effective for annual reporting periods beginning after December 15, 2015 and interim periods therein, and requires the use of the full retrospective approach. Early adoption is permitted for financial statements that have not been previously issued. As of September 30, 2015, DP&L had approximately $4.6 millionin deferred financing costs classified in other non-current assets that would be reclassified to reduce the related debt liabilities upon adoption of ASU No. 2015-03.

ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606)

In May 2014, the FASB issued ASU No. 2014-09, which clarifies principles for recognizing revenue and will result in a common revenue standard for U.S. GAAP and International Financial Reporting Standards. The objective of the new standard is to provide a single and comprehensive revenue recognition model for all contracts with customers to improve comparability. The revenue standard contains principles that an entity will apply to determine the measurement of revenue and timing of when it is recognized. The standard requires an entity to recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contract with Customer (Topic 606): Deferral of the Effective Date, which deferred the effective date of ASU 2014-09 by one year, resulting in the new revenue standard being effective for annual reporting periods beginning after December 15, 2017 and interim periods therein. Early adoption is now permitted only as of the original effective date for public entities (that is, no earlier than 2017 for calendar year-end entities). The standard permits the use of either a full retrospective or modified retrospective approach. We have not yet selected a transition method and we are currently evaluating the impact of adopting the standard on our financial statements.

ASU No. 2015-11, Inventory: Simplifying the Measurement of Inventory (Topic 330)

In July 2015, the FASB issued ASU No. 2015-11, which simplifies the subsequent measurement of inventory. It replaces the current lower of cost or market test with a lower of cost or net realizable value test. The standard is effective for public entities for annual reporting periods beginning after December 15, 2016, and interim periods therein. Early adoption is permitted. The new guidance must be applied prospectively. We are currently evaluating the impact of adopting the standard on our financial statements.

ASU No. 2015-02, Consolidation — Amendments to the Consolidation Analysis (Topic 810)

In February 2015, the FASB issued ASU 2015-02, which makes targeted amendments to the current consolidation guidance and ends the deferral granted to investment companies from applying the VIE guidance. The standard amends the evaluation of whether (1) fees paid to a decision-maker or service providers represent a variable interest, (2) a limited partnership or similar entity has the characteristics of a VIE and (3) a reporting entity is the primary beneficiary of a VIE. The standard is effective for annual periods beginning after December 15, 2015 and interim periods therein. Early adoption is permitted. We are currently evaluating the impact of adopting the standard on our financial statements.

ASU No. 2015-13, Derivatives and Hedging (Topic 815): Application of the Normal Purchases and Normal Sales Scope Exception to Certain Electricity Contracts within Nodal Energy Market

In August 2015, the FASB issued ASU No. 2015-13, which resolves the diversity in practice resulting from determining whether certain contracts qualify for the normal purchases and normal sales scope exception under ASC Topic 815, Derivatives and Hedging. This standard clarifies that entities would not be precluded from applying the normal purchases and normal sales exception to certain forward contracts that necessitate the transmission of electricity through, or delivery to a location within, a nodal energy market. The standard is effective upon issuance and should be applied prospectively. As we had designated qualifying contracts as normal purchase or normal sales, there was no impact on our financial statements upon adoption of this standard.

ASU No. 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement

In April 2015, the FASB issued ASU No. 2015-05, which clarifies how customers in cloud computing arrangements should determine whether the arrangement includes a software license and eliminates the existing requirement for customers to account for software licenses they acquired by analogizing to the accounting guidance on leases. The standard is effective for annual reporting periods beginning after December 15, 2015 and interim periods therein. Early adoption is permitted. The standard permits the use of a prospective or retrospective approach. We have not yet selected a transition method and we are currently evaluating the impact of adopting the standard on our financial statements.

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Summary of Significant Accounting Policies (Narrative) (Details) mi² in Thousands, customer in Thousands	1 Months Ended	9 Months Ended
	Jan. 31, 2016	Sep. 30, 2015 mi² employee customer generating_facility segment
Significant Accounting Policies [Line Items]
Number of reportable segments | segment		2
Approximate number of competitive retail customers | customer		128
Entity number of employees		1,234
Employees under a collective bargaining agreement which expires in October-2011		59.00%
THE DAYTON POWER AND LIGHT COMPANY [Member]
Significant Accounting Policies [Line Items]
Approximate number of retail customers | customer		515
Service area, square miles | mi²		6
Number of generating facilities | generating_facility		5
Entity number of employees		1,194
Employees under a collective bargaining agreement which expires in October-2011		61.00%
Year 2015 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Significant Accounting Policies [Line Items]
Electric generation through competitive bid		60.00%
Year 2016 [Member] | Scenario, Forecast [Member]
Significant Accounting Policies [Line Items]
Electric generation through competitive bid	100.00%

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Regulatory Assets and Liabilities (Details) $ in Millions	9 Months Ended
	Sep. 30, 2015 USD ($)
THE DAYTON POWER AND LIGHT COMPANY [Member]
Regulatory Assets [Line Items]
Recovery of deferred storm costs	$ 16.7

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Derivative Instruments and Hedging Activities (Narrative) (Details) $ in Millions	Sep. 30, 2015 USD ($)
Fair value of commodity derivative instruments	$ 25.1
Collateral Already Posted, Aggregate Fair Value	5.6
Liability position offset by the asset position of counterparties with master netting agreements	18.6
Collateral if debt were to fall below investment grade	0.9
THE DAYTON POWER AND LIGHT COMPANY [Member]
Fair value of commodity derivative instruments	25.2
Collateral Already Posted, Aggregate Fair Value	5.6
Liability position offset by the asset position of counterparties with master netting agreements	18.6
Collateral if debt were to fall below investment grade	$ 1.0

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Condensed Consolidated Statements of Operations - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Revenues	$ 414.1	$ 479.2	$ 1,281.5	$ 1,329.6
Cost of revenues:
Fuel	71.4	85.1	202.2	235.9
Purchased power	145.4	153.7	460.2	466.2
Amortization of intangibles	0.0	0.3	0.0	0.9
Total cost of revenues	216.8	239.1	662.4	703.0
Gross margin	197.3	240.1	619.1	626.6
Operating expenses:
Operation and maintenance	101.4	94.0	281.5	294.7
Depreciation and amortization	34.8	34.5	104.1	103.7
General taxes	20.8	21.2	67.8	70.3
Goodwill impairment	0.0	0.0	0.0	135.8
Fixed-asset impairment	0.0	0.0	0.0	11.5
Other	0.0	(0.1)	(0.3)	1.3
Total operating expenses	157.0	149.6	453.1	617.3
Operating income	40.3	90.5	166.0	9.3
Other income / (expense), net
Investment income / (loss)	0.1	0.2	0.1	0.6
Interest expense	(28.9)	(33.1)	(90.3)	(95.8)
Charge for early retirement of debt	(2.1)	(0.1)	(2.1)	0.0
Other expense	(0.5)	(0.1)	(1.2)	(1.2)
Total other expense, net	(31.4)	(33.1)	(93.5)	(96.4)
Earnings / (loss) before income taxes	8.9	57.4	72.5	(87.1)
Income tax expense / (benefit)	0.3	(41.0)	13.5	29.7
Net income / (loss)	8.6	98.4	59.0	(116.8)
THE DAYTON POWER AND LIGHT COMPANY [Member]
Revenues	389.2	454.9	1,202.6	1,252.5
Cost of revenues:
Fuel	69.0	84.5	188.9	227.4
Purchased power	142.5	152.4	452.3	457.3
Total cost of revenues	211.5	236.9	641.2	684.7
Gross margin	177.7	218.0	561.4	567.8
Operating expenses:
Operation and maintenance	94.5	85.9	261.6	265.9
Depreciation and amortization	34.6	36.4	103.5	108.2
General taxes	20.1	20.2	65.0	67.1
Other	0.0	0.0	0.4	0.0
Total operating expenses	149.2	142.5	430.5	441.2
Operating income	28.5	75.5	130.9	126.6
Other income / (expense), net
Investment income / (loss)	0.0	0.2	0.2	0.6
Interest expense	(6.9)	(9.4)	(24.6)	(25.5)
Charge for early retirement of debt	(5.0)	0.0	(5.0)	0.0
Other expense	(0.3)	0.0	(0.6)	(2.1)
Total other expense, net	(12.2)	(9.2)	(30.0)	(27.0)
Earnings / (loss) before income taxes	16.3	66.3	100.9	99.6
Income tax expense / (benefit)	0.8	13.1	25.0	23.1
Net income / (loss)	15.5	53.2	75.9	76.5
Dividends on preferred stock	0.3	0.3	0.7	0.7
Income attributable to common stock	$ 15.2	$ 52.9	$ 75.2	$ 75.8

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Debt Obligations (Current portion - Long-term Debt) (Details) - USD ($) $ in Millions	9 Months Ended	12 Months Ended
	Sep. 30, 2015	Dec. 31, 2014
Debt Instrument [Line Items]
Current portion - long-term debt	$ 444.9	$ 20.1
Unamortized debt discount	(0.2)	0.0
THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt Instrument [Line Items]
Current portion - long-term debt	444.9	0.1
Unamortized debt discount	(0.2)	0.0
Bank term loan due in May 2018 - rates from: 2.41% - 2.44% and 2.42% - 2.45% [Member]
Debt Instrument [Line Items]
Current portion - long-term debt	$ 0.0	$ 20.0
Debt instrument maturity year	May 01, 2018
Debt instrument interest percentage minimum	2.41%	2.42%
Debt instrument interest percentage maximum	2.44%	2.45%
U.S. Government note maturing in February 2061 - 4.20% [Member]
Debt Instrument [Line Items]
Current portion - long-term debt	$ 0.1	$ 0.1
Debt instrument maturity year	Feb. 01, 2061
Debt instrument interest percentage	4.20%
U.S. Government note maturing in February 2061 - 4.20% [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt Instrument [Line Items]
Current portion - long-term debt	$ 0.1	0.1
First Mortgage Bonds Maturing in September 2016 - 1.875% [Member]
Debt Instrument [Line Items]
Current portion - long-term debt	$ 445.0	0.0
Debt instrument maturity year	Sep. 01, 2016
Debt instrument interest percentage	1.875%
First Mortgage Bonds Maturing in September 2016 - 1.875% [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt Instrument [Line Items]
Current portion - long-term debt	$ 445.0	$ 0.0

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Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2015	Dec. 31, 2014
Common stock, shares authorized	1,500	1,500
Common stock, shares issued	1	1
Common stock, shares outstanding	1	1
THE DAYTON POWER AND LIGHT COMPANY [Member]
Common stock, shares authorized	250,000,000
Common stock, shares outstanding	41,172,173
Common stock, par value (in USD per share)	$ 0.01	$ 0.01

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Business Segments (Narrative) (Details) mi² in Thousands, customer in Thousands	9 Months Ended
	Sep. 30, 2015 mi² customer segment power_plant
Segment Reporting Information [Line Items]
Number of operating segments | segment	2
Approximate number of competitive retail customers	128
THE DAYTON POWER AND LIGHT COMPANY [Member]
Segment Reporting Information [Line Items]
Number of coal fired power plants | power_plant	5
Approximate number of retail customers	515
Service area, square miles | mi²	6

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Summary of Significant Accounting Policies (Related Party Transactions) (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Sales to related party	$ 1.1	$ 0.6	$ 5.1	$ 1.8
Charges for services provided	8.9	11.7	28.5	28.4
Net prepaid/(payable) to the service company	0.1		0.1		$ (4.7)
THE DAYTON POWER AND LIGHT COMPANY [Member]
Sales to related party	1.1	0.6	5.0	1.7
Premiums paid for insurance services provided by MVIC	(0.8)	(0.7)	(2.4)	(2.1)
Expense recoveries for services provided to DPLER	0.6	0.5	1.8	1.6
Charges for services provided	7.6	7.4	24.3	24.2
Deposits received from DPLER	2.9		2.9		20.1
Net prepaid/(payable) to the service company	0.1		0.1		$ (4.7)
DPLER [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Sales to related party	66.0	125.6	245.0	376.6
MVIC [Member] | Insurance Proceeds Received [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Insurance proceeds received	$ 0.5	$ 0.0	$ 4.3	$ 0.4

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Summary of Significant Accounting Policies (Policy)

9 Months Ended

Sep. 30, 2015

Significant Accounting Policies [Line Items]

Description of Business

Description of Business

DPL is a diversified regional energy company organized in 1985 under the laws of Ohio. DPL’stwo reportable segments are the Utility segment, comprised of its DP&L subsidiary, and the Competitive Retail segment, comprised of its DPLER operations, which included the operations of DPLER’s wholly owned subsidiary MC Squared. MC Squared was sold effective April 1, 2015. See Note 11 for more information relating to these reportable segments. The terms “we,” “us,” “our” and “ours” are used to refer to DPL and its subsidiaries.

DPL is an indirectly wholly owned subsidiary of AES.

DP&L is a public utility incorporated in 1911 under the laws of Ohio. Beginning in 2001, Ohio law gave Ohio consumers the right to choose the electric generation supplier from whom they purchase retail generation service, however distribution and transmission retail services are still regulated. DP&L has the exclusive right to provide such distribution and transmission services to its more than515,000customers located in West Central Ohio. Additionally, DP&L offers retail SSO electric service to residential, commercial, industrial and governmental customers in a6,000square mile area of West Central Ohio. DP&L owns multiple coal-fired and peaking electric generating facilities as well as numerous transmission facilities, all of which are included in the financial statements at amortized cost. During 2015, DP&L is required to source60%of the generation for its SSO customers through a competitive bid process and beginning January 2016, generation for its SSO customers will be100%competitively bid. Principal industries located in DP&L’s service territory include automotive, food processing, paper, plastic, manufacturing and defense. DP&L's sales reflect the general economic conditions, seasonal weather patterns, retail competition in our service territory and the market price of electricity. DP&L sells any excess energy and capacity into the wholesale market. On June 4, 2014, the PUCO issued an entry on rehearing which requires DP&L to separate its generation assets from its transmission and distribution assets no later than January 1, 2017. DP&L also sells electricity to DPLER, an affiliate, to satisfy the electric requirements of DPLER’s retail customers.

DPLER sells competitive retail electric service, under contract, to residential, commercial, industrial and governmental customers in Ohio. As of September 30, 2015, DPLER has approximately 128,000 customers currently located throughout Ohio. On April 1, 2015, DPLER closed on the sale of its former subsidiary, MC Squared. DPLER does not own any transmission or generation assets, and all of DPLER’s electric energy was purchased from DP&L to meet its sales obligations. DPLER’s sales reflect the general economic conditions and seasonal weather patterns of the areas it serves.

DPL’s other significant subsidiaries include DPLE, which owns and operates peaking generating facilities from which it makes wholesale sales of electricity, and MVIC, our captive insurance company that provides insurance services to us. DPL owns all of the common stock of its subsidiaries.

DPL also has a wholly owned business trust, DPL Capital Trust II, formed for the purpose of issuing trust capital securities to investors.

DP&L’s electric transmission and distribution businesses are subject to rate regulation by federal and state regulators while its generation business is deemed competitive under Ohio law. Accordingly, DP&L applies the accounting standards for regulated operations to its electric transmission and distribution businesses and records regulatory assets when incurred costs are expected to be recovered in future customer rates, and regulatory liabilities when current cost recoveries in customer rates relate to expected future costs.

DPL and its subsidiaries employed 1,234 people as of September 30, 2015, of which 1,194 were employed by DP&L. Approximately 59% of all DPL employees are under a collective bargaining agreement that expires on October 31, 2017.

Financial Statement Presentation

Financial Statement Presentation

DPL’s Condensed Consolidated Financial Statements include the accounts of DPL and its wholly owned subsidiaries except for DPL Capital Trust II, which is not consolidated, consistent with the provisions of GAAP. DP&L has undivided ownership interests in five coal-fired generating facilities, various peaking generating

facilities and numerous transmission facilities, all of which are included in the financial statements at amortized cost, which was adjusted to fair value at the date of the Merger for DPL. Operating revenues and expenses of these facilities are included on a pro rata basis in the corresponding lines in the Condensed Consolidated Statements of Operations. See Note 4 for more information.

Certain immaterial amounts from prior periods have been reclassified to conform to the current period presentation.

All material intercompany accounts and transactions are eliminated in consolidation.

These financial statements have been prepared in accordance with GAAP for interim financial statements, the instructions of Form 10-Q and Regulation S-X. Accordingly, certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with GAAP have been omitted from this interim report. Therefore, our interim financial statements in this report should be read along with the annual financial statements included in our Form 10-K.

In the opinion of our management, the Condensed Consolidated Financial Statements presented in this report contain all adjustments necessary to fairly state our financial position as of September 30, 2015; our results of operations for the three and nine months ended September 30, 2015 and 2014 and our cash flows for the nine months ended September 30, 2015 and 2014. Unless otherwise noted, all adjustments are normal and recurring in nature. Due to various factors, including, but not limited to, seasonal weather variations, the timing of outages of EGUs, changes in economic conditions involving commodity prices and competition, and other factors, interim results for the three and nine months ended September 30, 2015 may not be indicative of our results that will be realized for the full year ending December 31, 2015.

The preparation of financial statements in conformity with GAAP requires us to make estimates and judgments that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the revenues and expenses of the periods reported. Actual results could differ from these estimates. Significant items subject to such estimates and judgments include: the carrying value of property, plant and equipment; unbilled revenues; the valuation of derivative instruments; the valuation of insurance and claims liabilities; the valuation of allowances for receivables and deferred income taxes; regulatory assets and liabilities; liabilities recorded for income tax exposures; litigation; contingencies; the valuation of AROs; assets and liabilities related to employee benefits; goodwill; and intangibles.

As a result of push down accounting, DPL’s Condensed Consolidated Statements of Operations subsequent to the Merger include amortization expense relating to purchase accounting adjustments and depreciation of fixed assets based upon their fair value at the Merger date.

Sale of Receivables

Sale of Receivables

DPLER sells its customer receivables. These sales are at a small discount for cash at the billed amounts for their customers’ use of energy.

Accounting for Taxes Collected from Customers and Remitted to Governmental Authorities

Accounting for Taxes Collected from Customers and Remitted to Governmental Authorities

DPL collects certain excise taxes levied by state or local governments from its customers. These taxes are accounted for on a net basis and not included in revenue.

Related Party Transactions

Related Party Transactions

In December 2013, an agreement was signed, effective January 1, 2014, whereby the Service Company is to provide services including operations, accounting, legal, human resources, information technology and other corporate services on behalf of companies that are part of the U.S. SBU, including, among other companies, DPL and DP&L. The Service Company allocates the costs for these services based on cost drivers designed to result in fair and equitable allocations. This includes ensuring that the regulated utilities served, including DP&L, are not subsidizing costs incurred for the benefit of other businesses. DPL charges the Service Company for employee payroll and benefit costs that are incurred on behalf of the Service Company.

Recently Issued Accounting Standards

Recently Issued Accounting Standards

ASU No. 2015-03, Interest – Imputation of Interest (Subtopic 835-30)

In April 2015, the FASB issued ASU No. 2015-03, which simplifies the presentation of debt issuance costs by requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this update. The standard is effective for annual reporting periods beginning after December 15, 2015 and interim periods therein, and requires the use of the full retrospective approach. Early adoption is permitted for financial statements that have not been previously issued. As of September 30, 2015, DPL had approximately $17.6 millionin deferred financing costs classified in other non-current assets that would be reclassified to reduce the related debt liabilities upon adoption of ASU No. 2015-03.

ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606)

In May 2014, the FASB issued ASU No. 2014-09, which clarifies principles for recognizing revenue and will result in a common revenue standard for U.S. GAAP and International Financial Reporting Standards. The objective of the new standard is to provide a single and comprehensive revenue recognition model for all contracts with customers to improve comparability. The revenue standard contains principles that an entity will apply to determine the measurement of revenue and timing of when it is recognized. The standard requires an entity to recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contract with Customer (Topic 606): Deferral of the Effective Date, which deferred the effective date of ASU 2014-09 by one year, resulting in the new revenue standard being effective for annual reporting periods beginning after December 15, 2017 and interim periods therein. Early adoption is now permitted only as of the original effective date for public entities (that is, no earlier than 2017 for calendar year-end entities). The standard permits the use of either a full retrospective or modified retrospective approach. We have not yet selected a transition method and we are currently evaluating the impact of adopting the standard on our financial statements.

ASU No. 2015-11, Inventory: Simplifying the Measurement of Inventory (Topic 330)

In July 2015, the FASB issued ASU No. 2015-11, which simplifies the subsequent measurement of inventory. It replaces the current lower of cost or market test with a lower of cost or net realizable value test. The standard is effective for public entities for annual reporting periods beginning after December 15, 2016, and interim periods therein. Early adoption is permitted. The new guidance must be applied prospectively. We are currently evaluating the impact of adopting the standard on our financial statements.

ASU No. 2015-02, Consolidation — Amendments to the Consolidation Analysis (Topic 810)

In February 2015, the FASB issued ASU 2015-02, which makes targeted amendments to the current consolidation guidance and ends the deferral granted to investment companies from applying the VIE guidance. The standard amends the evaluation of whether (1) fees paid to a decision-maker or service providers represent a variable interest, (2) a limited partnership or similar entity has the characteristics of a VIE and (3) a reporting entity is the primary beneficiary of a VIE. The standard is effective for annual periods beginning after December 15, 2015 and interim periods therein. Early adoption is permitted. We are currently evaluating the impact of adopting the standard on our financial statements.

ASU No. 2015-13, Derivatives and Hedging (Topic 815): Application of the Normal Purchases and Normal Sales Scope Exception to Certain Electricity Contracts within Nodal Energy Market

In August 2015, the FASB issued ASU No. 2015-13, which resolves the diversity in practice resulting from determining whether certain contracts qualify for the normal purchases and normal sales scope exception under ASC Topic 815, Derivatives and Hedging. This standard clarifies that entities would not be precluded from applying the normal purchases and normal sales exception to certain forward contracts that necessitate the transmission of electricity through, or delivery to a location within, a nodal energy market. The standard is effective upon issuance and should be applied prospectively. As we had designated qualifying contracts as normal purchase or normal sales, there was no impact on our financial statements upon adoption of this standard.

ASU No. 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement

In April 2015, the FASB issued ASU No. 2015-05, which clarifies how customers in cloud computing arrangements should determine whether the arrangement includes a software license and eliminates the existing requirement for customers to account for software licenses they acquired by analogizing to the accounting guidance on leases. The standard is effective for annual reporting periods beginning after December 15, 2015 and interim periods therein. Early adoption is permitted. The standard permits the use of a prospective or retrospective approach. We have not yet selected a transition method and we are currently evaluating the impact of adopting the standard on our financial statements.

THE DAYTON POWER AND LIGHT COMPANY [Member]

Significant Accounting Policies [Line Items]

Description of Business

Description of Business

DP&L is a public utility incorporated in 1911 under the laws of Ohio. Beginning in 2001, Ohio law gave Ohio consumers the right to choose the electric generation supplier from whom they purchase retail generation service, however distribution and transmission retail services are still regulated. DP&L has the exclusive right to provide such distribution and transmission services to its more than515,000customers located in West Central Ohio. Additionally, DP&L offers retail SSO electric service to residential, commercial, industrial and governmental customers in a6,000square mile area of West Central Ohio. DP&L owns multiple coal-fired and peaking electric generating facilities as well as numerous transmission facilities, all of which are included in the financial statements at amortized cost. During 2015, DP&L is required to source60%of the generation for its SSO customers through a competitive bid process and beginning January 2016, generation for its SSO customers will be100%competitively bid. Principal industries located in DP&L’s service territory include automotive, food processing, paper, plastic, manufacturing and defense. DP&L's sales reflect the general economic conditions, seasonal weather patterns, retail competition in our service territory and the market price of electricity. DP&L sells any excess energy and capacity into the wholesale market. On June 4, 2014, the PUCO issued an entry on rehearing which requires DP&L to separate its generation assets from its transmission and distribution assets no later than January 1, 2017. DP&L also sells electricity to DPLER, an affiliate, to satisfy the electric requirements of DPLER’s retail customers.DP&L is a subsidiary of DPL.

DP&L’s electric transmission and distribution businesses are subject to rate regulation by federal and state regulators while its generation business is deemed competitive under Ohio law. Accordingly, DP&L applies the accounting standards for regulated operations to its electric transmission and distribution businesses and records regulatory assets when incurred costs are expected to be recovered in future customer rates, and regulatory liabilities when current cost recoveries in customer rates relate to expected future costs.

DP&L employed 1,194 people as of September 30, 2015. Approximately 61% of all employees are under a collective bargaining agreement which expires on October 31, 2017.

Financial Statement Presentation

Financial Statement Presentation

DP&L does not have any subsidiaries. DP&L has undivided ownership interests in five coal-fired generating facilities, peaking electric generating facilities and numerous transmission facilities, all of which are included in the financial statements at amortized cost. Operating revenues and expenses of these facilities are included on a pro rata basis in the corresponding lines in the Condensed Statements of Operations. See Note 4 for more information.

Certain immaterial amounts from prior periods have been reclassified to conform to the current period presentation.

These financial statements have been prepared in accordance with GAAP for interim financial statements, the instructions of Form 10-Q and Regulation S-X. Accordingly, certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with GAAP have been omitted from this interim report. Therefore, our interim financial statements in this report should be read along with the annual financial statements included in our Form 10-K for the fiscal year ended December 31, 2014.

In the opinion of our management, the Condensed Financial Statements presented in this report contain all adjustments necessary to fairly state our financial position as of September 30, 2015; our results of operations for the three and nine months ended September 30, 2015 and 2014 and our cash flows for the nine months ended September 30, 2015 and 2014. Unless otherwise noted, all adjustments are normal and recurring in nature. Due to various factors, including, but not limited to, seasonal weather variations, the timing of outages of EGUs, changes in economic conditions involving commodity prices and competition, and other factors, interim results for the nine months ended September 30, 2015 may not be indicative of our results that will be realized for the full year ending December 31, 2015.

The preparation of financial statements in conformity with GAAP requires us to make estimates and judgments that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the revenues and expenses of the periods reported. Actual results could differ from these estimates. Significant items subject to such estimates and judgments include: the carrying value of property, plant and equipment; unbilled revenues; the valuation of derivative instruments; the valuation of insurance and claims liabilities; the valuation of allowances for receivables and deferred income taxes; regulatory assets and liabilities; liabilities recorded for income tax exposures; litigation; contingencies; the valuation of AROs; assets and liabilities related to employee benefits; goodwill; and intangibles.

Accounting for Taxes Collected from Customers and Remitted to Governmental Authorities

Accounting for Taxes Collected from Customers and Remitted to Governmental Authorities

DP&L collects certain excise taxes levied by state or local governments from its customers. These taxes are accounted for on a net basis and not included in revenue.

Related Party Transactions

Related Party Transactions

In December 2013, an agreement was signed, effective January 1, 2014, whereby the Service Company is to provide services including operations, accounting, legal, human resources, information technology and other corporate services on behalf of companies that are part of the U.S. SBU, including, among other companies, DP&L. The Service Company allocates the costs for these services based on cost drivers designed to result in fair and equitable allocations. This includes ensuring that the regulated utilities served, including DP&L, are not subsidizing costs incurred for the benefit of other businesses. DP&L charges the Service Company for employee payroll and benefit costs that are incurred on behalf of the Service Company.

Recently Issued Accounting Standards

Recently Issued Accounting Standards

ASU No. 2015-03, Interest – Imputation of Interest (Subtopic 835-30)

In April 2015, the FASB issued ASU No. 2015-03, which simplifies the presentation of debt issuance costs by requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this update. The standard is effective for annual reporting periods beginning after December 15, 2015 and interim periods therein, and requires the use of the full retrospective approach. Early adoption is permitted for financial statements that have not been previously issued. As of September 30, 2015, DP&L had approximately $4.6 millionin deferred financing costs classified in other non-current assets that would be reclassified to reduce the related debt liabilities upon adoption of ASU No. 2015-03.

ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606)

In May 2014, the FASB issued ASU No. 2014-09, which clarifies principles for recognizing revenue and will result in a common revenue standard for U.S. GAAP and International Financial Reporting Standards. The objective of the new standard is to provide a single and comprehensive revenue recognition model for all contracts with customers to improve comparability. The revenue standard contains principles that an entity will apply to determine the measurement of revenue and timing of when it is recognized. The standard requires an entity to recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contract with Customer (Topic 606): Deferral of the Effective Date, which deferred the effective date of ASU 2014-09 by one year, resulting in the new revenue standard being effective for annual reporting periods beginning after December 15, 2017 and interim periods therein. Early adoption is now permitted only as of the original effective date for public entities (that is, no earlier than 2017 for calendar year-end entities). The standard permits the use of either a full retrospective or modified retrospective approach. We have not yet selected a transition method and we are currently evaluating the impact of adopting the standard on our financial statements.

ASU No. 2015-11, Inventory: Simplifying the Measurement of Inventory (Topic 330)

In July 2015, the FASB issued ASU No. 2015-11, which simplifies the subsequent measurement of inventory. It replaces the current lower of cost or market test with a lower of cost or net realizable value test. The standard is effective for public entities for annual reporting periods beginning after December 15, 2016, and interim periods therein. Early adoption is permitted. The new guidance must be applied prospectively. We are currently evaluating the impact of adopting the standard on our financial statements.

ASU No. 2015-02, Consolidation — Amendments to the Consolidation Analysis (Topic 810)

In February 2015, the FASB issued ASU 2015-02, which makes targeted amendments to the current consolidation guidance and ends the deferral granted to investment companies from applying the VIE guidance. The standard amends the evaluation of whether (1) fees paid to a decision-maker or service providers represent a variable interest, (2) a limited partnership or similar entity has the characteristics of a VIE and (3) a reporting entity is the primary beneficiary of a VIE. The standard is effective for annual periods beginning after December 15, 2015 and interim periods therein. Early adoption is permitted. We are currently evaluating the impact of adopting the standard on our financial statements.

ASU No. 2015-13, Derivatives and Hedging (Topic 815): Application of the Normal Purchases and Normal Sales Scope Exception to Certain Electricity Contracts within Nodal Energy Market

In August 2015, the FASB issued ASU No. 2015-13, which resolves the diversity in practice resulting from determining whether certain contracts qualify for the normal purchases and normal sales scope exception under ASC Topic 815, Derivatives and Hedging. This standard clarifies that entities would not be precluded from applying the normal purchases and normal sales exception to certain forward contracts that necessitate the transmission of electricity through, or delivery to a location within, a nodal energy market. The standard is effective upon issuance and should be applied prospectively. As we had designated qualifying contracts as normal purchase or normal sales, there was no impact on our financial statements upon adoption of this standard.

ASU No. 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement

In April 2015, the FASB issued ASU No. 2015-05, which clarifies how customers in cloud computing arrangements should determine whether the arrangement includes a software license and eliminates the existing requirement for customers to account for software licenses they acquired by analogizing to the accounting guidance on leases. The standard is effective for annual reporting periods beginning after December 15, 2015 and interim periods therein. Early adoption is permitted. The standard permits the use of a prospective or retrospective approach. We have not yet selected a transition method and we are currently evaluating the impact of adopting the standard on our financial statements.

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Summary of Significant Accounting Policies (Recently Issued Accounting Standards) (Details) $ in Millions	9 Months Ended
	Sep. 30, 2015 USD ($)
Significant Accounting Policies [Line Items]
Deferred financing costs to be reclassed and deducted from debt amount	$ 17.6
THE DAYTON POWER AND LIGHT COMPANY [Member]
Significant Accounting Policies [Line Items]
Deferred financing costs to be reclassed and deducted from debt amount	$ 4.6

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Supplemental Financial Information (Tables)

9 Months Ended

Sep. 30, 2015

Supplemental Financial Information [Line Items]

Schedule of Supplemental Financial Information

Accounts receivable and Inventories are as follows at September 30, 2015 and December 31, 2014:

	September 30,			December 31,
$ in millions	2015			2014
Accounts receivable, net:
Unbilled revenue	$	49.3		$	79.2
Customer receivables	86.8			104.8
Amounts due from partners in jointly owned plants	12.0			14.2
Other	5.6			4.0
Provision for uncollectible accounts	(1.0		)	(1.3		)
Total accounts receivable, net	$	152.7		$	200.9
Inventories, at average cost:
Fuel and limestone	$	60.3		$	65.3
Plant materials and supplies	34.7			33.5
Other	2.0			1.4
Total inventories, at average cost	$	97.0		$	100.2

Reclassification out of Accumulated Other Comprehensive Income [Table Text Block]

The amounts reclassified out of Accumulated Other Comprehensive Income / (Loss) by component during the three and nine months endedSeptember 30, 2015 and 2014 are as follows:

Details about Accumulated Other Comprehensive Income / (Loss) components	Affected line item in the Condensed Consolidated Statements of Operations	Three months ended						Nine months ended
		September 30,						September 30,
$ in millions		2015			2014			2015			2014
Gains and losses on Available-for-sale securities activity (Note 8):
	Other income	$	—		$	0.3		$	—		$	0.6
	Tax expense	—			(0.1		)	—			(0.2		)
	Net of income taxes	—			0.2			—			0.4
Gains and losses on cash flow hedges (Note 9):
	Interest expense	(0.2		)	(0.3		)	(0.7		)	(1.0		)
	Revenue	(3.8		)	4.9			(7.0		)	23.4
	Purchased power	0.9			0.3			2.7			(0.8		)
	Total before income taxes	(3.1		)	4.9			(5.0		)	21.6
	Tax expense	1.1			(1.5		)	1.6			(7.4		)
	Net of income taxes	(2.0		)	3.4			(3.4		)	14.2
Amortization of defined benefit pension items (Note 7):
	Other income	0.1			—			0.3			—
	Tax expense	—			—			(0.4		)	—
	Net of income taxes	0.1			—			(0.1		)	—
Total reclassifications for the period, net of income taxes		$	(1.9	)	$	3.6		$	(3.5	)	$	14.6

Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block]

The changes in the components of Accumulated Other Comprehensive Income / (Loss) during the nine months endedSeptember 30, 2015 are as follows:

$ in millions	Gains / (losses) on available-for-sale securities			Gains / (losses) on cash flow hedges			Change in unfunded pension obligation			Total
Balance January 1, 2015	$	0.5		$	18.5		$	(11.5	)	$	7.5
Other comprehensive income before reclassifications	(0.2		)	9.6			—			9.4
Amounts reclassified from accumulated other comprehensive income / (loss)	—			(3.4		)	(0.1		)	(3.5		)
Net current period other comprehensive income / (loss)	(0.2		)	6.2			(0.1		)	5.9
Balance September 30, 2015	$	0.3		$	24.7		$	(11.6	)	$	13.4

THE DAYTON POWER AND LIGHT COMPANY [Member]

Supplemental Financial Information [Line Items]

Schedule of Supplemental Financial Information

Accounts receivable and Inventories are as follows at September 30, 2015 and December 31, 2014:

	September 30,			December 31,
$ in millions	2015			2014
Accounts receivable, net:
Unbilled revenue	$	34.8		$	49.0
Customer receivables	63.6			68.7
Amounts due from partners in jointly owned plants	12.0			14.2
Other	7.6			21.7
Provision for uncollectible accounts	(0.9		)	(0.9		)
Total accounts receivable, net	$	117.1		$	152.7
Inventories, at average cost:
Fuel and limestone	$	60.4		$	65.3
Plant materials and supplies	33.6			32.3
Other	1.9			1.4
Total inventories, at average cost	$	95.9		$	99.0

Reclassification out of Accumulated Other Comprehensive Income [Table Text Block]

The amounts reclassified out of Accumulated Other Comprehensive Income / (Loss) by component during the three and nine months ended September 30, 2015 and 2014 are as follows:

Details about Accumulated Other Comprehensive Income / (Loss) components	Affected line item in the Condensed Statements of Operations	Three months ended						Nine months ended
		September 30,						September 30,
$ in millions		2015			2014			2015			2014
Gains and losses on Available-for-sale securities activity (Note 8):
	Other income	$	—		$	0.3		$	—		$	0.6
	Tax expense	—			(0.1		)	—			(0.2		)
	Net of income taxes	—			0.2			—			0.4
Gains and losses on cash flow hedges (Note 9):
	Interest expense	(0.3		)	(0.2		)	(0.9		)	(0.8		)
	Revenue	(3.8		)	4.9			(7.0		)	23.4
	Purchased power	0.9			0.4			2.7			(0.6		)
	Total before income taxes	(3.2		)	5.1			(5.2		)	22.0
	Tax expense	1.2			(1.9		)	1.9			(6.7		)
	Net of income taxes	(2.0		)	3.2			(3.3		)	15.3
Amortization of defined benefit pension items (Note 7):
	Reclassification to Other income / (deductions)	1.4			1.0			4.2			3.1
	Tax benefit	(0.6		)	(0.3		)	(1.6		)	(1.0		)
	Net of income taxes	0.8			0.7			2.6			2.1
Total reclassifications for the period, net of income taxes		$	(1.2	)	$	4.1		$	(0.7	)	$	17.8

Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block]

The changes in the components of Accumulated Other Comprehensive Income / (Loss) during the nine months ended September 30, 2015 are as follows:

$ in millions	Gains / (losses) on available-for-sale securities			Gains / (losses) on cash flow hedges			Change in unfunded pension obligation			Total
Balance January 1, 2015	$	0.7		$	2.8		$	(45.8	)	$	(42.3	)
Other comprehensive income before reclassifications	(0.3		)	9.6			—			9.3
Amounts reclassified from accumulated other comprehensive income / (loss)	—			(3.3		)	2.6			(0.7		)
Net current period other comprehensive income / (loss)	(0.3		)	6.3			2.6			8.6
Balance September 30, 2015	$	0.4		$	9.1		$	(43.2	)	$	(33.7	)

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Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Cash flows from operating activities:
Net income/ (loss)	$ 59.0	$ (116.8)
Adjustments to reconcile net income / (loss) to net cash from operating activities:
Depreciation and amortization	104.1	103.7
Amortization of intangibles	0.0	0.9
Amortization of debt market value adjustments	(1.1)	0.1
Deferred income taxes	(20.5)	(2.5)
Goodwill impairment	0.0	135.8
Fixed-asset impairment	0.0	11.5
Changes in certain assets and liabilities:
Accounts receivable	48.8	12.7
Inventories	3.1	(3.6)
Prepaid taxes	(0.6)	0.5
Taxes applicable to subsequent years	58.2	52.1
Deferred regulatory costs, net	27.6	4.8
Accounts payable	(15.9)	7.2
Accrued taxes payable	(39.2)	(27.5)
Accrued interest payable	3.7	14.5
Security deposits	19.4	0.5
Pension, retiree and other benefits	1.0	(5.2)
Other	12.8	(14.3)
Net cash provided by operating activities	260.4	174.4
Cash flows from investing activities:
Capital expenditures	(93.5)	(81.6)
Proceeds from sale of business	1.3	0.0
Increase / (decrease) in restricted cash	3.2	(9.0)
Other investing activities, net	0.4	1.1
Net cash used by investing activities	(89.2)	(93.1)
Cash flows from financing activities:
Payments of deferred financing costs	(5.6)	(0.3)
Issuance of long-term debt	325.0	0.0
Borrowings from revolving credit facilities	70.0	115.0
Repayment of borrowings from revolving credit facilities	(60.0)	(115.0)
Retirement of long-term debt	(474.5)	(30.1)
Other financing activities, net	(0.1)	0.0
Net cash used by financing activities	(145.2)	(30.4)
Cash and cash equivalents:
Net change	26.0	50.9
Balance at beginning of period	17.0	53.2
Cash and cash equivalents at end of period	43.0	104.1
Supplemental cash flow information:
Interest paid, net of amounts capitalized	77.3	73.8
Income taxes paid / (refunded), net	0.8	0.2
Non-cash financing and investing activities:
Accruals for capital expenditures	12.6	6.7
THE DAYTON POWER AND LIGHT COMPANY [Member]
Cash flows from operating activities:
Net income/ (loss)	75.9	76.5
Adjustments to reconcile net income / (loss) to net cash from operating activities:
Depreciation and amortization	103.5	108.2
Deferred income taxes	(14.2)	2.9
Changes in certain assets and liabilities:
Accounts receivable	37.3	4.8
Inventories	3.0	(3.5)
Prepaid taxes	(0.4)	0.2
Taxes applicable to subsequent years	56.4	50.5
Deferred regulatory costs, net	27.6	4.8
Accounts payable	(20.0)	7.9
Accrued taxes payable	(29.1)	(40.8)
Accrued interest payable	(8.8)	(5.7)
Pension, retiree and other benefits	1.0	(5.2)
Other	15.5	(11.4)
Net cash provided by operating activities	247.7	189.2
Cash flows from investing activities:
Capital expenditures	(91.2)	(78.6)
Insurance proceeds	4.3	0.4
Increase / (decrease) in restricted cash	3.2	(9.4)
Other investing activities, net	0.4	1.1
Net cash used by investing activities	(83.9)	(90.1)
Cash flows from financing activities:
Payments of deferred financing costs	(3.3)	(0.2)
Issuance of long-term debt	200.0	0.0
Dividends paid on common stock to parent	(50.0)	(90.0)
Borrowings from revolving credit facilities	50.0	0.0
Issuance of notes payable - related party	0.0	15.0
Repayment of notes payable - related party	0.0	(15.0)
Dividends paid on preferred stock	(0.7)	(0.7)
Repayment of borrowings from revolving credit facilities	(40.0)	0.0
Retirement of long-term debt	(314.5)	(0.1)
Net cash used by financing activities	(158.5)	(91.0)
Cash and cash equivalents:
Net change	5.3	8.1
Balance at beginning of period	5.4	22.9
Cash and cash equivalents at end of period	10.7	31.0
Supplemental cash flow information:
Interest paid, net of amounts capitalized	26.8	26.1
Income taxes paid / (refunded), net	0.8	0.2
Non-cash financing and investing activities:
Accruals for capital expenditures	12.6	6.7
Emission Allowances [Member]
Cash flows from investing activities:
Purchase of intangible assets	0.0	(0.2)
Emission Allowances [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Cash flows from investing activities:
Purchase of intangible assets	0.0	(0.2)
Renewable Energy Credits [Member]
Cash flows from investing activities:
Purchase of intangible assets	(0.6)	(3.4)
Renewable Energy Credits [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Cash flows from investing activities:
Purchase of intangible assets	$ (0.6)	$ (3.4)

XML

Condensed Consolidated Statements of Comprehensive Income/(Loss) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Net income/ (loss)	$ 8.6	$ 98.4	$ 59.0	$ (116.8)
Available-for-sale securities activity:
Change in fair value of available-for-sale securities, net of income tax	(0.3)	(0.4)	(0.2)	(0.6)
Reclassification to earnings, net of income tax	0.0	0.2	0.0	0.4
Total change in fair value of available-for-sale securities	(0.3)	(0.2)	(0.2)	(0.2)
Derivative activity:
Change in derivative fair value, net of income tax	7.8	1.2	9.6	(23.8)
Reclassification of earnings, net of income tax	(2.0)	3.4	(3.4)	14.2
Total change in fair value of derivatives	5.8	4.6	6.2	(9.6)
Pension and postretirement activity:
Reclassification to earnings, net of income tax	0.1	0.0	(0.1)	0.0
Total change in unfunded pension obligation	0.1	0.0	(0.1)	0.0
Other comprehensive income / (loss)	5.6	4.4	5.9	(9.8)
Net comprehensive income / (loss)	14.2	102.8	64.9	(126.6)
THE DAYTON POWER AND LIGHT COMPANY [Member]
Net income/ (loss)	15.5	53.2	75.9	76.5
Available-for-sale securities activity:
Change in fair value of available-for-sale securities, net of income tax	(0.3)	(0.4)	(0.3)	(0.6)
Reclassification to earnings, net of income tax	0.0	0.2	0.0	0.4
Total change in fair value of available-for-sale securities	(0.3)	(0.2)	(0.3)	(0.2)
Derivative activity:
Change in derivative fair value, net of income tax	7.8	1.4	9.6	(26.3)
Reclassification of earnings, net of income tax	(2.0)	3.2	(3.3)	15.3
Total change in fair value of derivatives	5.8	4.6	6.3	(11.0)
Pension and postretirement activity:
Reclassification to earnings, net of income tax	0.8	0.7	2.6	2.1
Total change in unfunded pension obligation	0.8	0.7	2.6	2.1
Other comprehensive income / (loss)	6.3	5.1	8.6	(9.1)
Net comprehensive income / (loss)	$ 21.8	$ 58.3	$ 84.5	$ 67.4

XML

Contractual Obligations, Commercial Commitments and Contingencies

9 Months Ended

Sep. 30, 2015

Entity Information [Line Items]

Contractual Obligations, Commercial Commitments and Contingencies

Note 10 – Contractual Obligations, Commercial Commitments and Contingencies

Guarantees

In the normal course of business, DPL enters into various agreements with its wholly owned subsidiaries, DPLE and DPLER, providing financial or performance assurance to third parties. These agreements are entered into primarily to support or enhance the creditworthiness otherwise attributed to these subsidiaries on a stand-alone basis, thereby facilitating the extension of sufficient credit to accomplish these subsidiaries’ intended commercial purposes.

At September 30, 2015, DPL had $19.3 million of guarantees to third parties for future financial or performance assurance under such agreements: $2.0 million of guarantees on behalf of DPLER and $17.3 million of guarantees on behalf of DPLE. The guarantee arrangements entered into by DPL with these third parties cover select present and future obligations of DPLE and DPLER to such beneficiaries and are terminable by DPL upon written notice to the beneficiaries within a certain time. The carrying amount of obligations for commercial transactions covered by these guarantees and recorded in our Condensed Consolidated Balance Sheets was $1.1 million at September 30, 2015.

To date, DPL has not incurred any losses related to the guarantees of DPLER’s or DPLE’s obligations and we believe it is remote that DPL would be required to perform or incur any losses in the future associated with any of the above guarantees.

DP&L – Equity Ownership Interest

DP&L owns a 4.9% equity ownership interest in OVEC, an electric generation company, which is recorded using the cost method of accounting under GAAP. As of September 30, 2015, DP&L could be responsible for the repayment of 4.9%, or $73.9 million, of a $1,507.9 million debt obligation that has maturities from 2018 to 2040. This would only happen if OVEC defaulted on its debt payments. As of September 30, 2015, we have no knowledge of such a default.

Commercial Commitments and Contractual Obligations

There have been no material changes, outside the ordinary course of business, to our commercial commitments and to the information disclosed in the contractual obligations table in our Form 10-K for the fiscal year ended December 31, 2014.

Contingencies

In the normal course of business, we are subject to various lawsuits, actions, proceedings, claims and other matters asserted under various laws and regulations. We believe the amounts provided in our Condensed Consolidated Financial Statements, as prescribed by GAAP, are adequate in light of the probable and estimable contingencies. However, there can be no assurances that the actual amounts required to satisfy alleged liabilities from various legal proceedings, claims, tax examinations and other matters discussed below, and to comply with applicable laws and regulations, will not exceed the amounts reflected in our Condensed Consolidated Financial Statements. As such, costs, if any, that may be incurred in excess of those amounts provided as of September 30, 2015, cannot be reasonably determined.

Environmental Matters

DPL’s and DP&L’s facilities and operations are subject to a wide range of federal, state and local environmental regulations and laws. The environmental issues that may affect us include:

• The federal CAA and state laws and regulations (including State Implementation Plans) which require compliance, obtaining permits and reporting as to air emissions,

• Litigation with federal and certain state governments and certain special interest groups regarding whether modifications to or maintenance of certain coal-fired generating stations require additional permitting or pollution control technology, or whether emissions from coal-fired generating stations cause or contribute to climate change,

• Rules and future rules issued by the USEPA and the Ohio EPA that require substantial reductions in SO2, particulates, mercury, acid gases, NOx, and other air emissions. DP&L has installed emission control technology and is taking other measures to comply with required and anticipated reductions,

• Rules and future rules issued by the USEPA, the Ohio EPA or other authorities that require reporting and reductions of GHGs,

• Rules and future rules issued by the USEPA associated with the federal Clean Water Act, which prohibits the discharge of pollutants into waters of the United States except pursuant to appropriate permits, and

• Solid and hazardous waste laws and regulations, which govern the management and disposal of certain waste. The majority of solid waste created from the combustion of coal and fossil fuels is fly ash and other coal combustion by-products.

In addition to imposing continuing compliance obligations, these laws and regulations authorize the imposition of substantial penalties for noncompliance, including fines, injunctive relief and other sanctions. In the normal course of business, we have investigatory and remedial activities underway at our facilities to comply, or to determine compliance, with such regulations. We record liabilities for loss contingencies related to environmental matters when a loss is probable of occurring and can be reasonably estimated in accordance with the provisions of GAAP. At September 30, 2015, and December 31, 2014, we had accruals of approximately $0.7 million and $0.8 million, respectively, for environmental matters and other claims. We also have a number of environmental matters for which we have not accrued loss contingencies because the risk of loss is not probable or a loss cannot be reasonably estimated, which are disclosed in the paragraphs below. We evaluate the potential liability related to environmental matters quarterly and may revise our accruals. Such revisions in the estimates of the potential liabilities could have a material adverse effect on our results of operations, financial condition or cash flows.

We have several pending environmental matters associated with our EGUs and stations. Some of these matters could have material adverse effects on the operation of such EGUs and stations or our financial condition.

National Ambient Air Quality Standards

Effective August 23, 2010, the USEPA implemented its revisions to its primary NAAQS for SO₂ replacing the previous 24-hour standard and annual standard with a one-hour standard. Non-attainment areas will be required to meet the 2010 standard by October 2018. On August 21, 2015, the USEPA finalized a data requirements rule for air agencies to ascertain attainment characterization more extensively across the country by additional modeling and/or monitoring requirements of areas with sources that exceed specified thresholds of SO₂ emissions, which became effective on September 21, 2015. The rule directs state agencies to provide data to characterize air quality in areas with sources of SO₂ above 2,000 tons per year to identify maximum 1-hour concentrations of SO₂ in ambient air. The rule could require installation of monitors at one or more of DP&L’s coal-fired power plants and result in additional non-attainment designations that could impact our operations. DP&L is unable to determine the effect of the rule on its operations.

On October 1, 2015, the USEPA released a final rule lowering the NAAQS for ozone to 70 parts per billion from 75 parts per billion. We are currently reviewing the rule and assessing the impact on our operations. We cannot at this time determine the impact of this rule, but it could be material.

Climate Change Legislation and Regulation

On October 23, 2015, the USEPA's final CO₂ emission rules for existing power plants (called the Clean Power Plan) were published in the Federal Register with an effective date of December 22, 2015. Additionally, the final NSPS for CO₂ emissions from new, modified and reconstructed fossil-fuel-fired power plants were published in the Federal Register on October 23, 2015 and are effective immediately. The Clean Power Plan provides for interim emissions performance rates that must be achieved beginning in 2022 and final emissions performance rates that must be achieved by 2030. Prior to the rule's publication in the Federal Register, fifteen states, including Ohio, filed a petition in the U.S. Court of Appeals for the D.C. Circuit seeking a stay of the Clean Power Plan, which was denied by the Court in September 2015. On October 23, 2015, several states and industry groups filed petitions in the D.C. Circuit Court of Appeals challenging the Clean Power Plan as published in the Federal Register, including a twenty-four state consortium that includes Ohio. The D.C. Circuit Court has issued orders consolidating the current pending challenges to the CPP under the lead case, West Virginia v. EPA. On October 23, 2015, North Dakota filed a petition for review of the GHG NSPS in the D.C. Circuit Court, and a coalition of environmental groups have moved to intervene on behalf of EPA in both the CPP and NSPS litigation. These state petitioners, as well as industry groups separately challenging the rule, have filed motions with the D.C. Circuit Court requesting a stay of the rule. The D.C. Circuit Court has issued orders consolidating the current pending challenges to the Clean Power Plan under the lead case, West Virginia v. USEPA. On October 23, 2015, North Dakota filed a petition for review of the CO2 NSPS in the D.C. Circuit Court, and a coalition of environmental groups have moved to intervene on behalf of USEPA in both the Clean Power Plan and NSPS litigation. Additional legal challenges are expected. We are currently reviewing the rule and assessing the impact on our operations. Our business, financial condition or results of operations could be materially and adversely affected by this rule.

Clean Water Act – Regulation of Water Discharge

In December 2006, DP&L submitted a renewal application for the Stuart generating station NPDES permit that was due to expire on June 30, 2007. The Ohio EPA issued a draft permit that was received in November 2008. In September 2010, the USEPA formally objected to the November 2008, draft permit due to questions regarding the basis for the alternate thermal limitation. The Ohio EPA issued a draft permit in December 2011 and a public hearing was held in February 2012. The draft permit required DP&L, over the 54 months following issuance of a final permit, to take undefined actions to lower the temperature of its discharged water to a level unachievable by the station under its current design or alternatively make other significant modifications to the cooling water system. DP&L submitted comments to the draft permit. In November 2012, the Ohio EPA issued another draft which included a compliance schedule for performing a study to justify an alternate thermal limitation and to which DP&L submitted comments. In December 2012, the USEPA formally withdrew their objection to the permit. On January 7, 2013, the Ohio EPA issued a final permit.

On February 1, 2013, DP&L appealed various aspects of the final permit to the Environmental Review Appeals Commission. A hearing before the Commission has been rescheduled for March 2016. Depending on the outcome of the appeal process, the effects on DP&L’s business, financial condition or results of operations could be material.

On September 30, 2015, the USEPA released its final rule regulating various wastewater streams from steam electric power plants. The regulations were published in the Federal Register on November 3, 2015. We are reviewing the the rule to assess the potential impact on our operations and our current or future NPDES permits.

Regulation of Waste Disposal

In September 2002, DP&L and other parties received a special notice that the USEPA considers us to be a PRP for the clean-up of hazardous substances at the South Dayton Dump landfill site. In August 2005, DP&L and other parties received a general notice regarding the performance of a Remedial Investigation and Feasibility Study (RI/FS) under a Superfund Alternative Approach. In October 2005, DP&L received a special notice letter inviting it to enter into negotiations with the USEPA to conduct the RI/FS. No recent activity has occurred with respect to that notice or PRP status. On August 16, 2006, an Administrative Settlement Agreement and Order on Consent (“ASAOC”) for the site was executed and became effective among a group of PRPs, not including DP&L, and the USEPA. On August 25, 2009, the USEPA issued an Administrative Order requiring that access to DP&L’s service center building site, which is across the street from the landfill site, be given to the USEPA and the existing PRP group to help determine the extent of the landfill site’s contamination as well as to assess whether certain chemicals used at the service center building site might have migrated through groundwater to the landfill site. DP&L granted such access and drilling of soil borings and installation of monitoring wells occurred in late 2009 and early 2010. On May 24, 2010, three members of the existing PRP group, Hobart Corporation, Kelsey-Hayes Company and NCR Corporation, filed a civil complaint in the United States District Court for the Southern District of Ohio (the “District Court”) against DP&L and numerous other defendants alleging that DP&L and the other defendants contributed to the contamination at the landfill site and seeking reimbursement of the PRP group’s costs associated with the investigation and remediation of the site. On February 10, 2011, the District Court Judge dismissed claims against DP&L that related to allegations that chemicals used by DP&L at its service center contributed to the landfill site’s contamination. The District Court Judge, however, did not dismiss claims alleging financial responsibility for remediation costs based on hazardous substances from DP&L that were allegedly delivered by truck directly to the landfill. Discovery, including depositions of past and present DP&L employees, was conducted in 2012. On February 8, 2013, the District Court Judge granted DP&L’s motion for summary judgment on statute of limitations grounds with respect to claims seeking a contribution toward the costs that are expected to be incurred by the PRP group in performing an RI/FS under the August 15, 2006 ASAOC. That summary judgment ruling was appealed on March 4, 2013, and on July 14, 2014, a three-judge panel of the U.S. Court of Appeals for the 6th Circuit affirmed the lower Court’s ruling and subsequently denied a request by the PRP group for rehearing. On November 14, 2014, the PRP group appealed the decision to the U.S. Supreme Court, but the writ of certiorari was denied by the Court on January 20, 2015. On April 5, 2013, the PRP group entered into a second ASAOC (the "2013 ASAOC") relating primarily to vapor intrusion from under some of the buildings at the landfill site. On April 13, 2013, as amended July 30, 2013, the PRP group filed another civil complaint against DP&L and numerous other defendants alleging that each defendant contributed to the contamination of the site by delivering hazardous waste to the site or by releasing hazardous waste on other sites that migrated to the landfill site. On February 18, 2014, after considering various motions and alternative grounds to dismiss, the District Court Judge dismissed some of the alleged grounds for relief that the PRP group had made, but ruled in the PRP group’s favor with respect to motions to dismiss the case in its entirety finding, among other things, that the 2013 ASAOC involved a different scope of work and thus the contributions sought were not seeking the same remedy that had been dismissed in the first civil suit. Appeals of this ruling are pending before the 6th Circuit Court of Appeals. On January 14, 2015, the PRP group served DP&L and other defendants a request for production of documents related to any waste management or waste disposal surveys. Information responsive to this request was provided on February 17, 2015. In addition, on January 16, 2015, the USEPA issued a Special Notice Letter and Section 104(e) Information Request to DP&L and other defendants, requesting historical information related to waste management practices that may be relevant to the site. DP&L responded to this request on March 27, 2015. In June 2015, DP&L was again requested to grant access to the DP&L service building property for the purpose of collecting groundwater samples from selected monitoring wells. DP&L granted access and groundwater sampling took place in June 2015. As a result of an August 11, 2015 meeting among the parties, the parties have agreed to stay the case in order to explore the possibility of a negotiated resolution of some or all of the issues.  DP&L is unable to predict the outcome of these actions by the plaintiffs and USEPA. Additionally, the District Court’s 2013 ruling and the Court of Appeals’ affirmation of that ruling in 2014 does not address future litigation that may arise with respect to actual remediation costs. While DP&L is unable to predict the outcome of these and any future matters, if DP&L were required to contribute to the clean-up of the site, it could have a material adverse effect on its business, financial condition or results of operations.

Regulation of Ash Ponds

There has been increasing advocacy to regulate coal combustion residuals (CCR). On June 21, 2010, the USEPA published a proposed rule seeking comments on two options under consideration for the regulation of coal combustion byproducts including regulating the material as a hazardous waste under RCRA Subtitle C or as a solid waste under RCRA Subtitle D. The USEPA released its final rule in December 2014, designating coal combustion residuals that are not beneficially reused as non-hazardous solid waste under RCRA Subtitle D. The rule was published in the Federal Register in April 2015 and became effective October 19, 2015, and applies new detailed management practices to new and existing landfills and surface impoundments, including lateral expansions of such units. Based on our review of the rule, we have adjusted our AROs related to ash ponds (see Note 8), but we are currently unable to determine the full impact of the rule as it is contingent upon future activities required by the regulation.

THE DAYTON POWER AND LIGHT COMPANY [Member]

Entity Information [Line Items]

Contractual Obligations, Commercial Commitments and Contingencies

Note 11 – Contractual Obligations, Commercial Commitments and Contingencies

Equity Ownership Interest

DP&L owns a 4.9% equity ownership interest in OVEC, an electric generation company, which is recorded using the cost method of accounting under GAAP. As of September 30, 2015, DP&L could be responsible for the repayment of 4.9%, or $73.9 million, of a $1,507.9 million debt obligation that has maturities from 2018 to 2040. This would only happen if OVEC defaulted on its debt payments. As of September 30, 2015, we have no knowledge of such a default.

Commercial Commitments and Contractual Obligations

There have been no material changes, outside the ordinary course of business, to our commercial commitments and to the information disclosed in the contractual obligations table in our Form 10-K for the fiscal year ended December 31, 2014.

Contingencies

In the normal course of business, we are subject to various lawsuits, actions, proceedings, claims and other matters asserted under various laws and regulations. We believe the amounts provided in our Condensed Financial Statements, as prescribed by GAAP, are adequate in light of the probable and estimable contingencies. However, there can be no assurances that the actual amounts required to satisfy alleged liabilities from various legal proceedings, claims, tax examinations and other matters discussed below, and to comply with applicable laws and regulations, will not exceed the amounts reflected in our Condensed Consolidated Financial Statements. As such, costs, if any, that may be incurred in excess of those amounts provided as of September 30, 2015, cannot be reasonably determined.

Environmental Matters

DP&L’s facilities and operations are subject to a wide range of federal, state and local environmental regulations and laws. The environmental issues that may affect us include:

• The federal CAA and state laws and regulations (including State Implementation Plans) which require compliance, obtaining permits and reporting as to air emissions,

• Litigation with federal and certain state governments and certain special interest groups regarding whether modifications to or maintenance of certain coal-fired generating stations require additional permitting or pollution control technology, or whether emissions from coal-fired generating stations cause or contribute to climate change,

• Rules and future rules issued by the USEPA and the Ohio EPA that require substantial reductions in SO2, particulates, mercury, acid gases, NOx, and other air emissions. DP&L has installed emission control technology and is taking other measures to comply with required and anticipated reductions,

• Rules and future rules issued by the USEPA, the Ohio EPA or other authorities that require reporting and reductions of GHGs,

• Rules and future rules issued by the USEPA associated with the federal Clean Water Act, which prohibits the discharge of pollutants into waters of the United States except pursuant to appropriate permits, and

• Solid and hazardous waste laws and regulations, which govern the management and disposal of certain waste. The majority of solid waste created from the combustion of coal and fossil fuels is fly ash and other coal combustion by-products.

In addition to imposing continuing compliance obligations, these laws and regulations authorize the imposition of substantial penalties for noncompliance, including fines, injunctive relief and other sanctions. In the normal course of business, we have investigatory and remedial activities underway at our facilities to comply, or to determine compliance, with such regulations. We record liabilities for loss contingencies related to environmental matters when a loss is probable of occurring and can be reasonably estimated in accordance with the provisions of GAAP. At September 30, 2015, and December 31, 2014, we had accruals of approximately $0.7 million and $0.8 million, respectively, for environmental matters and other claims. We also have a number of environmental matters for which we have not accrued loss contingencies because the risk of loss is not probable or a loss cannot be reasonably estimated, which are disclosed in the paragraphs below. We evaluate the potential liability related to environmental matters quarterly and may revise our accruals. Such revisions in the estimates of the potential liabilities could have a material adverse effect on our results of operations, financial condition or cash flows.

We have several pending environmental matters associated with our EGUs and stations. Some of these matters could have material adverse effects on the operation of such EGUs and stations or our financial condition.

National Ambient Air Quality Standards

Effective August 23, 2010, the USEPA implemented its revisions to its primary NAAQS for SO₂ replacing the previous 24-hour standard and annual standard with a one-hour standard. Non-attainment areas will be required to meet the 2010 standard by October 2018. On August 21, 2015, the USEPA finalized a data requirements rule for air agencies to ascertain attainment characterization more extensively across the country by additional modeling and/or monitoring requirements of areas with sources that exceed specified thresholds of SO₂ emissions, which became effective on September 21, 2015. The rule directs state agencies to provide data to characterize air quality in areas with sources of SO₂ above 2,000 tons per year to identify maximum 1-hour concentrations of SO₂ in ambient air. The rule could require installation of monitors at one or more of DP&L’s coal-fired power plants and result in additional non-attainment designations that could impact our operations. DP&L is unable to determine the effect of the rule on its operations.

On October 1, 2015, the USEPA released a final rule lowering the NAAQS for ozone to 70 parts per billion from 75 parts per billion. We are currently reviewing the rule and assessing the impact on our operations. We cannot at this time determine the impact of this rule, but it could be material.

Climate Change Legislation and Regulation

On October 23, 2015, the USEPA's final CO₂ emission rules for existing power plants (called the Clean Power Plan) were published in the Federal Register with an effective date of December 22, 2015. Additionally, the final NSPS for CO₂ emissions from new, modified and reconstructed fossil-fuel-fired power plants were published in the Federal Register on October 23, 2015 and are effective immediately. The Clean Power Plan provides for interim emissions performance rates that must be achieved beginning in 2022 and final emissions performance rates that must be achieved by 2030. Prior to the rule's publication in the Federal Register, fifteen states, including Ohio, filed a petition in the U.S. Court of Appeals for the D.C. Circuit seeking a stay of the Clean Power Plan, which was denied by the Court in September 2015. On October 23, 2015, several states and industry groups filed petitions in the D.C. Circuit Court of Appeals challenging the Clean Power Plan as published in the Federal Register, including a twenty-four state consortium that includes Ohio. The D.C. Circuit Court has issued orders consolidating the current pending challenges to the CPP under the lead case, West Virginia v. EPA. On October 23, 2015, North Dakota filed a petition for review of the GHG NSPS in the D.C. Circuit Court, and a coalition of environmental groups have moved to intervene on behalf of EPA in both the CPP and NSPS litigation. These state petitioners, as well as industry groups separately challenging the rule, have filed motions with the D.C. Circuit Court requesting a stay of the rule. The D.C. Circuit Court has issued orders consolidating the current pending challenges to the Clean Power Plan under the lead case, West Virginia v. USEPA. On October 23, 2015, North Dakota filed a petition for review of the CO2 NSPS in the D.C. Circuit Court, and a coalition of environmental groups have moved to intervene on behalf of USEPA in both the Clean Power Plan and NSPS litigation. Additional legal challenges are expected. We are currently reviewing the rule and assessing the impact on our operations. Our business, financial condition or results of operations could be materially and adversely affected by this rule.

Clean Water Act – Regulation of Water Discharge

In December 2006, DP&L submitted a renewal application for the Stuart generating station NPDES permit that was due to expire on June 30, 2007. The Ohio EPA issued a draft permit that was received in November 2008. In September 2010, the USEPA formally objected to the November 2008, draft permit due to questions regarding the basis for the alternate thermal limitation. The Ohio EPA issued a draft permit in December 2011 and a public hearing was held in February 2012. The draft permit required DP&L, over the 54 months following issuance of a final permit, to take undefined actions to lower the temperature of its discharged water to a level unachievable by the station under its current design or alternatively make other significant modifications to the cooling water system. DP&L submitted comments to the draft permit. In November 2012, the Ohio EPA issued another draft which included a compliance schedule for performing a study to justify an alternate thermal limitation and to which DP&L submitted comments. In December 2012, the USEPA formally withdrew their objection to the permit. On January 7, 2013, the Ohio EPA issued a final permit.

On February 1, 2013, DP&L appealed various aspects of the final permit to the Environmental Review Appeals Commission. A hearing before the Commission has been rescheduled for March 2016. Depending on the outcome of the appeal process, the effects on DP&L’s business, financial condition or results of operations could be material.

On September 30, 2015, the USEPA released its final rule regulating various wastewater streams from steam electric power plants. The regulations were published in the Federal Register on November 3, 2015. We are reviewing the the rule to assess the potential impact on our operations and our current or future NPDES permits.

Regulation of Waste Disposal

In September 2002, DP&L and other parties received a special notice that the USEPA considers us to be a PRP for the clean-up of hazardous substances at the South Dayton Dump landfill site. In August 2005, DP&L and other parties received a general notice regarding the performance of a Remedial Investigation and Feasibility Study (RI/FS) under a Superfund Alternative Approach. In October 2005, DP&L received a special notice letter inviting it to enter into negotiations with the USEPA to conduct the RI/FS. No recent activity has occurred with respect to that notice or PRP status. On August 16, 2006, an Administrative Settlement Agreement and Order on Consent (“ASAOC”) for the site was executed and became effective among a group of PRPs, not including DP&L, and the USEPA. On August 25, 2009, the USEPA issued an Administrative Order requiring that access to DP&L’s service center building site, which is across the street from the landfill site, be given to the USEPA and the existing PRP group to help determine the extent of the landfill site’s contamination as well as to assess whether certain chemicals used at the service center building site might have migrated through groundwater to the landfill site. DP&L granted such access and drilling of soil borings and installation of monitoring wells occurred in late 2009 and early 2010. On May 24, 2010, three members of the existing PRP group, Hobart Corporation, Kelsey-Hayes Company and NCR Corporation, filed a civil complaint in the United States District Court for the Southern District of Ohio (the “District Court”) against DP&L and numerous other defendants alleging that DP&L and the other defendants contributed to the contamination at the landfill site and seeking reimbursement of the PRP group’s costs associated with the investigation and remediation of the site. On February 10, 2011, the District Court Judge dismissed claims against DP&L that related to allegations that chemicals used by DP&L at its service center contributed to the landfill site’s contamination. The District Court Judge, however, did not dismiss claims alleging financial responsibility for remediation costs based on hazardous substances from DP&L that were allegedly delivered by truck directly to the landfill. Discovery, including depositions of past and present DP&L employees, was conducted in 2012. On February 8, 2013, the District Court Judge granted DP&L’s motion for summary judgment on statute of limitations grounds with respect to claims seeking a contribution toward the costs that are expected to be incurred by the PRP group in performing an RI/FS under the August 15, 2006 ASAOC. That summary judgment ruling was appealed on March 4, 2013, and on July 14, 2014, a three-judge panel of the U.S. Court of Appeals for the 6th Circuit affirmed the lower Court’s ruling and subsequently denied a request by the PRP group for rehearing. On November 14, 2014, the PRP group appealed the decision to the U.S. Supreme Court, but the writ of certiorari was denied by the Court on January 20, 2015. On April 5, 2013, the PRP group entered into a second ASAOC (the "2013 ASAOC") relating primarily to vapor intrusion from under some of the buildings at the landfill site. On April 13, 2013, as amended July 30, 2013, the PRP group filed another civil complaint against DP&L and numerous other defendants alleging that each defendant contributed to the contamination of the site by delivering hazardous waste to the site or by releasing hazardous waste on other sites that migrated to the landfill site. On February 18, 2014, after considering various motions and alternative grounds to dismiss, the District Court Judge dismissed some of the alleged grounds for relief that the PRP group had made, but ruled in the PRP group’s favor with respect to motions to dismiss the case in its entirety finding, among other things, that the 2013 ASAOC involved a different scope of work and thus the contributions sought were not seeking the same remedy that had been dismissed in the first civil suit. Appeals of this ruling are pending before the 6th Circuit Court of Appeals. On January 14, 2015, the PRP group served DP&L and other defendants a request for production of documents related to any waste management or waste disposal surveys. Information responsive to this request was provided on February 17, 2015. In addition, on January 16, 2015, the USEPA issued a Special Notice Letter and Section 104(e) Information Request to DP&L and other defendants, requesting historical information related to waste management practices that may be relevant to the site. DP&L responded to this request on March 27, 2015. In June 2015, DP&L was again requested to grant access to the DP&L service building property for the purpose of collecting groundwater samples from selected monitoring wells. DP&L granted access and groundwater sampling took place in June 2015. As a result of an August 11, 2015 meeting among the parties, the parties have agreed to stay the case in order to explore the possibility of a negotiated resolution of some or all of the issues.  DP&L is unable to predict the outcome of these actions by the plaintiffs and USEPA. Additionally, the District Court’s 2013 ruling and the Court of Appeals’ affirmation of that ruling in 2014 does not address future litigation that may arise with respect to actual remediation costs. While DP&L is unable to predict the outcome of these and any future matters, if DP&L were required to contribute to the clean-up of the site, it could have a material adverse effect on its business, financial condition or results of operations.

Regulation of Ash Ponds

There has been increasing advocacy to regulate coal combustion residuals (CCR). On June 21, 2010, the USEPA published a proposed rule seeking comments on two options under consideration for the regulation of coal combustion byproducts including regulating the material as a hazardous waste under RCRA Subtitle C or as a solid waste under RCRA Subtitle D. The USEPA released its final rule in December 2014, designating coal combustion residuals that are not beneficially reused as non-hazardous solid waste under RCRA Subtitle D. The rule was published in the Federal Register in April 2015 and became effective October 19, 2015, and applies new detailed management practices to new and existing landfills and surface impoundments, including lateral expansions of such units. Based on our review of the rule, we have adjusted our AROs related to ash ponds (see Note 8), but we are currently unable to determine the full impact of the rule as it is contingent upon future activities required by the regulation.

XML

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2015	Nov. 04, 2015
Entity Registrant Name	DPL INC
Entity Central Index Key	0000787250
Document Type	10-Q
Document Period End Date	Sep. 30, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		1
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	Q3
Entity Voluntary Filers	Yes
Entity Well-known Seasoned Issuer	No
THE DAYTON POWER AND LIGHT COMPANY [Member]
Entity Registrant Name	DAYTON POWER & LIGHT CO
Entity Central Index Key	0000027430
Document Type	10-Q
Document Period End Date	Sep. 30, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		41,172,173
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	Q3
Entity Voluntary Filers	Yes
Entity Well-known Seasoned Issuer	No

XML

Business Segments

9 Months Ended

Sep. 30, 2015

Segment Reporting [Abstract]

Business Segments

Note 11 – Business Segments

DPL operates through two segments; Utility and Competitive Retail. The Utility segment consists of the operations of DPL’s subsidiary, DP&L. The Competitive Retail segment consists of DPL’s wholly owned subsidiaryDPLER, which included, prior to its sale, DPLER’s wholly owned subsidiary, MC Squared. MC Squared was sold effective April 1, 2015. This is how we view our business and make decisions on how to allocate resources and evaluate performance.

The Utility segment is comprised of DP&L’s electric generation, transmission and distribution businesses which generate and deliver electricity to residential, commercial, industrial and governmental customers. DP&L generates electricity at five coal-fired power plants and DP&L distributes power to more than 515,000 retail customers who are located in a 6,000 square mile area of West Central Ohio. DP&L also sells electricity to DPLER and to other Ohio utilities and any excess energy and capacity is sold into the PJM wholesale market. DP&L’s transmission and distribution businesses are subject to rate regulation by federal and state regulators while rates for its generation business are deemed competitive under Ohio law.

The Competitive Retail segment is comprised of the DPLER and, prior to its sale, MC Squared competitive retail electric service businesses which sell retail electric energy under contract to residential, commercial, industrial and governmental customers who have selected DPLER or MC Squared as their alternative electric supplier. As of September 30, 2015, the Competitive Retail segment sold electricity to approximately 128,000 customers located throughout Ohio. On April 1, 2015, DPLER closed on the sale of MC Squared. The Competitive Retail segment’s electric energy used to meet its sales obligations was purchased from DP&L. The majority of intercompany sales from DP&L to DPLER are based on fixed-price contracts for each DPLER customer; the price approximates market prices for wholesale power at the inception of each customer’s contract. The Competitive Retail segment has no transmission or generation assets. The operations of the Competitive Retail segment are not subject to cost-of-service rate regulation by federal or state regulators.

Included in the “Other” column in the following tables are other businesses that do not meet the GAAP requirements for disclosure as reportable segments as well as certain corporate costs including interest expense on DPL’s debt.

Management evaluates segment performance based on gross margin. The accounting policies of the reportable segments are the same as those described in Note 1 – Overview and Summary of Significant Accounting Policies. Intersegment sales and profits are eliminated in consolidation.

The following tables present financial information for each of DPL’s reportable business segments:

$ in millions	Utility		Competitive Retail		Other			Adjustments and Eliminations			DPL Consolidated
For the three months ended September 30, 2015
Revenues from external customers	$	323.2	$	77.0	$	13.9		$	—		$	414.1
Intersegment revenues	66.0		—		1.5			(67.5		)	—
Total revenues	389.2		77.0		15.4			(67.5		)	414.1
Fuel	69.0		—		2.4			—			71.4
Purchased power	142.5		66.6		3.0			(66.7		)	145.4
Gross margin	$	177.7	$	10.4	$	10.0		$	(0.8	)	$	197.3
Depreciation and amortization	$	34.6	$	0.2	$	—		$	—		$	34.8
Interest expense	6.9		—		22.1			(0.1		)	28.9
Income tax expense (benefit)	0.8		1.6		(2.1		)	—			0.3
Net income / (loss)	15.5		2.6		(9.5		)	—			8.6
Cash capital expenditures	$	27.9	$	0.3	$	0.5		$	—		$	28.7

$ in millions	Utility		Competitive Retail		Other			Adjustments and Eliminations			DPL Consolidated
For the three months ended September 30, 2014
Revenues from external customers	$	329.3	$	141.3	$	8.6		$	—		$	479.2
Intersegment revenues	125.6		—		3.0			(128.6		)	—
Total revenues	454.9		141.3		11.6			(128.6		)	479.2
Fuel	84.5		—		0.6			—			85.1
Purchased power	152.4		128.7		0.4			(127.8		)	153.7
Amortization of intangibles	—		—		0.3			—			0.3
Gross margin	$	218.0	$	12.6	$	10.3		$	(0.8	)	$	240.1
Depreciation and amortization	$	36.4	$	0.3	$	(2.2	)	$	—		$	34.5
Interest expense	9.4		0.1		23.8			(0.2		)	33.1
Income tax expense (benefit)	13.1		1.5		(55.6		)	—			(41.0		)
Net income / (loss)	53.2		3.0		42.2			—			98.4
Cash capital expenditures	$	25.6	$	0.5	$	0.3		$	—		$	26.4

$ in millions	Utility		Competitive Retail			Other			Adjustments and Eliminations			DPL Consolidated
For the nine months ended September 30, 2015
Revenues from external customers	$	957.6	$	274.5		$	49.4		$	—		$	1,281.5
Intersegment revenues	245.0		—			4.4			(249.4		)	—
Total revenues	1,202.6		274.5			53.8			(249.4		)	1,281.5
Fuel	188.9		—			13.3			—			202.2
Purchased power	452.3		247.0			7.8			(246.9		)	460.2
Gross margin	$	561.4	$	27.5		$	32.7		$	(2.5	)	$	619.1
Depreciation and amortization	$	103.5	$	0.6		$	—		$	—		$	104.1
Interest expense	24.6		0.1			65.8			(0.2		)	90.3
Income tax expense (benefit)	25.0		(2.6		)	(8.9		)	—			13.5
Net income / (loss)	75.9		10.9			(27.8		)	—			59.0
Cash capital expenditures	$	91.2	$	0.6		$	1.7		$	—		$	93.5
at September 30, 2015
Total assets	$	3,239.9	$	44.5		$	1,472.8		$	(1,267.8	)	$	3,489.4

$ in millions	Utility		Competitive Retail		Other			Adjustments and Eliminations			DPL Consolidated
For the nine months ended September 30, 2014
Revenues from external customers	$	875.9	$	414.9	$	38.8		$	—		$	1,329.6
Intersegment revenues	376.6		—		4.1			(380.7		)	—
Total revenues	1,252.5		414.9		42.9			(380.7		)	1,329.6
Fuel	227.4		—		8.5			—			235.9
Purchased power	457.3		380.0		7.1			(378.2		)	466.2
Amortization of intangibles	—		—		0.9			—			0.9
Gross margin	$	567.8	$	34.9	$	26.4		$	(2.5	)	$	626.6
Depreciation and amortization	$	108.2	$	0.6	$	(5.1	)	$	—		$	103.7
Goodwill impairment	—		—		135.8			—			135.8
Fixed-asset impairment	—		—		11.5			—			11.5
Interest expense	25.5		0.3		70.5			(0.5		)	95.8
Income tax expense (benefit)	23.1		2.1		4.5			—			29.7
Net income / (loss)	76.5		4.2		(197.5		)	—			(116.8		)
Cash capital expenditures	$	78.6	$	0.5	$	2.5		$	—		$	81.6
at December 31, 2014
Total assets	$	3,338.7	$	94.9	$	1,440.1		$	(1,295.9	)	$	3,577.8

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Condensed Consolidated Statements of Comprehensive Income/(Loss) (Parenthetical) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Income tax (expense)/benefit on unrealized gains (losses) related to available-for-sale securities	$ 0.1	$ 0.2	$ 0.1	$ 0.2
Income tax (expense) benefit on reclassification to earnings	0.0	(0.1)	0.0	(0.2)
Income tax (expense)/benefit on unrealized gains (losses) related to derivative activity	(4.4)	(1.0)	(5.4)	12.4
Income tax (expense)/benefit on reclassification of earnings related to derivative activity	1.1	(1.5)	1.6	(7.4)
Income tax (expense)/benefit on reclassification of earnings related to pension and postretirement activity	0.0	0.0	(0.4)	0.0
THE DAYTON POWER AND LIGHT COMPANY [Member]
Income tax (expense)/benefit on unrealized gains (losses) related to available-for-sale securities	0.1	0.2	0.1	0.2
Income tax (expense) benefit on reclassification to earnings	0.0	(0.1)	0.0	(0.2)
Income tax (expense)/benefit on unrealized gains (losses) related to derivative activity	(4.4)	(0.7)	(5.4)	9.9
Income tax (expense)/benefit on reclassification of earnings related to derivative activity	1.2	(1.9)	1.9	(6.7)
Income tax (expense)/benefit on reclassification of earnings related to pension and postretirement activity	$ (0.6)	$ (0.3)	$ (1.6)	$ (1.0)

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Debt Obligations

9 Months Ended

Sep. 30, 2015

Debt Instrument [Line Items]

Debt Obligations

Note 5 – Debt

Long-term debt

	September 30,			December 31,
$ in millions	2015			2014
First mortgage bonds due in September 2016 - 1.875%	$	—		$	445.0
Pollution control series due in January 2028 - 4.7%	—			35.3
Pollution control series due in January 2034 - 4.8%	—			179.1
Pollution control series due in September 2036 - 4.8%	100.0			100.0
Pollution control series due in November 2040 - rates from: 0.02% - 0.12% and 0.04% - 0.15% (a)	—			100.0
Pollution control series due in August 2020 - 1.13% - 1.14%	200.0			—
U.S. Government note due in February 2061 - 4.2%	18.0			18.1
Unamortized debt discount / premiums, net	(3.5		)	(2.8		)
Total long-term debt at subsidiary	314.5			874.7
Bank term loan due in July 2020 - rates from: 2.44% - 2.45%	125.0			—
Bank term loan due in May 2018 - rates from: 2.41% - 2.44% and 2.42% - 2.45% (a)	—			140.0
Senior unsecured bonds due in October 2016 - 6.5%	130.0			130.0
Senior unsecured bonds due in October 2019 - 6.75%	200.0			200.0
Senior unsecured bonds due in October 2021 - 7.25%	780.0			780.0
Note to DPL Capital Trust II due in September 2031 - 8.125% (b)	15.6			15.6
Unamortized debt discount / premiums, net	(0.6		)	(0.7		)
Total non-current portion of long-term debt	$	1,564.5		$	2,139.6

Current portion of long-term debt

	September 30,			December 31,
$ in millions	2015			2014
Bank term loan due in May 2018 - rates from: 2.41% - 2.44% and 2.42% - 2.45% (a)	$	—		$	20.0
U.S. Government note due in February 2061 - 4.2%	0.1			0.1
First mortgage bonds due in September 2016 - 1.875%	445.0			—
Unamortized debt discount	(0.2		)	—
Total current portion of long-term debt	$	444.9		$	20.1

(a) Range of interest rates for the nine months endedSeptember 30, 2015 and the twelve months ended December 31, 2014, respectively.

(b) Note payable to related party. See Note 1: Related Party Transactions for additional information.

Premiums or discounts recognized at the date of the Merger are amortized over the remaining life of the debt using the effective interest method.

DP&L has an unsecured revolving credit agreement with a syndicated bank group. Prior to refinancing the facility on July 31, 2015, as discussed below, this facility had a $300.0 million borrowing limit, a five-year term expiring on May 10, 2018, a $100.0 million letter of credit sublimit and a feature that provided DP&L the ability to increase the size of the facility by an additional $100.0 million.

On July 31, 2015, DP&L refinanced its revolving credit facility, reducing the total size from $300.0 million to $175.0 million, with a $50.0 million letter of credit sublimit and a feature that provides DP&L the ability to increase the size of the facility by an additional $100.0 million. This refinancing extended the life of the facility from May 2018 to July 2020. At September 30, 2015, DP&L had drawn $10.0 million under this facility and had two letters of credit in the amount of $1.4 million outstanding under this facility, with the remaining $163.6 million available to DP&L. Fees associated with this letter of credit facility were not material during the nine months ended September 30, 2015 or 2014.

DP&L’s unsecured revolving credit agreement has two financial covenants. The first financial covenant measures Total Debt to Total Capitalization. The Total Debt to Total Capitalization ratio is calculated, at the end of each fiscal quarter, by dividing total debt at the end of the quarter by total capitalization at the end of the quarter. The second financial covenant ratio compares EBITDA to Interest Expense ratio. The EBITDA to Interest Expense ratio is calculated, at the end of each fiscal quarter, by dividing EBITDA for the four prior fiscal quarters by the consolidated interest charges for the same period.

On July 1, 2015, the $35.3 million of DP&L's4.7% pollution control bonds due January 2028 and $41.3 million of DP&L's4.8% pollution control bonds due January of 2034 were called at par and were redeemed with cash.

On August 3, 2015, DP&L called $100.0 million of variable rate pollution control bonds due November 2040 and terminated the amended standby letter of credit facilities. DP&L also called the $137.8 million of 4.8% pollution control bonds due January of 2034. These bonds were refinanced with $200.0 million of new pollution control bonds at variable rates of interest secured by first mortgage bonds in an equivalent amount, and the remaining $37.8 million was redeemed.

DPL has a revolving credit facility. This facility has a letter of credit sublimit and a feature that provides DPL the ability to increase the size of the facility. Prior to refinancing the facility on July 31, 2015, as discussed below, this facility was unsecured and had a borrowing limit of $100.0 million with a $100.0 million letter of credit sublimit, was able to be increased in size by DPL by an additional $50.0 million and had a five-year term expiring on May 10, 2018; with a springing maturity, meaning that if DPL had not refinanced its senior unsecured bonds due October 2016 before July 15, 2016, then the maturity of this facility would have been July 15, 2016.

On July 31, 2015, DPL refinanced its revolving credit facility, increasing the total size from $100.0 million to $205.0 million, with a $200.0 million letter of credit sublimit and a feature that provides DPL the ability, under certain circumstances, to increase the size of the facility by an additional $95.0 million. This facility is secured by a pledge of common stock that DPL owns in DP&L, limited to the amount permitted to be pledged under certain Indentures dated October 3, 2011 and October 6, 2014 between DPL and Wells Fargo Bank, NA and U.S. Bank National Association, respectively, as Trustee and a limited recourse guarantee by DPLE secured by assets of DPLE. On October 29, 2015, DPL further secured the credit facility through a leasehold mortgage on additional assets of DPLE.  This refinancing extended the life of the facility from May 2018 to July 2020. DPL's new credit facility has a springing maturity feature providing that if, before July 1, 2019, DPL has not refinanced its senior unsecured bonds due October 2019 to have a maturity date that is at least six months later than July 31, 2020, then the maturity of this facility shall be July 1, 2019. At September 30, 2015, there was one letter of credit in the amount of $2.3 million outstanding under this facility, with the remaining $202.7 million available to DPL. Fees associated with this facility were not material during the nine months ended September 30, 2015 or 2014.

Also on July 31, 2015, DPL refinanced its term loan, paying down the outstanding amount of $160.0 million using proceeds from the new term loan of $125.0 million and a combination of cash on hand and draws on short term credit facilities. The new term loan extends the term to July of 2020, pushing back required principal payments to 2017, and providing a mechanism for DPL to request additional term loans to refinance existing indebtedness. This facility is secured by a pledge of common stock that DPL owns in DP&L, limited to the amount permitted to be pledged under certain Indentures dated October 3, 2011 and October 6, 2014 between DPL and Wells Fargo Bank, NA and U.S. Bank National Association, respectively, as Trustee and a limited recourse guarantee by DPLE secured by assets of DPLE. On October 29, 2015, DPL further secured the credit facility through a leasehold mortgage on additional assets of DPLE. The new term loan has a springing maturity feature providing that if, before July 1, 2019, DPL has not refinanced its senior unsecured bonds due October 2019 to have a maturity date that is at least six months later than July 31, 2020, then the maturity of this facility shall be July 1, 2019.

DPL’s revolving credit agreement and term loan have two financial covenants. The first financial covenant, a Total Debt to EBITDA ratio, is calculated at the end of each fiscal quarter by dividing total debt at the end of the current quarter by consolidated EBITDA for the four prior fiscal quarters. The second financial covenant, an EBITDA to Interest Expense ratio, is calculated, at the end of each fiscal quarter, by dividing EBITDA for the four prior fiscal quarters by the consolidated interest charges for the same period.

DPL’s revolving credit agreement and term loan restrict dividend payments from DPL to AES and the cost of borrowing under the facilities adjust under certain credit rating scenarios.

Substantially all property, plant & equipment of DP&L is subject to the lien of the mortgage securing DP&L’s First and Refunding Mortgage.

THE DAYTON POWER AND LIGHT COMPANY [Member]

Debt Instrument [Line Items]

Debt Obligations

Note 5 – Debt

Long-term debt

	September 30,		December 31,
$ in millions	2015		2014
First mortgage bonds due in September 2016 - 1.875%	$	—	$	445.0
Pollution control series due in January 2028 - 4.7%	—		35.3
Pollution control series due in January 2034 - 4.8%	—		179.1
Pollution control series due in September 2036 - 4.8%	100.0		100.0
Pollution control series due in August 2020 - 1.13% - 1.14%	200.0		—
Pollution control series due in November 2040 - rates from: 0.02% - 0.12% and 0.04% - 0.15% (a)	—		100.0
U.S. Government note due in February 2061 - 4.2%	18.0		18.1
Unamortized debt discount	—		(0.5		)
Total non-current portion of long-term debt	$	318.0	$	877.0

Current portion of long-term debt

	September 30,			December 31,
$ in millions	2015			2014
First mortgage bonds due in September 2016 - 1.875%	$	445.0		$	—
U.S. Government note due in February 2061 - 4.2%	0.1			0.1
Unamortized debt discount	(0.2		)	—
Total current portion of long-term debt	$	444.9		$	0.1

(a)Range of interest rates for the nine months ended September 30, 2015 and the twelve months ended December 31, 2014, respectively.

DP&L has an unsecured revolving credit agreement with a syndicated bank group. Prior to refinancing the facility on July 31, 2015, as discussed below, this facility had a $300.0 million borrowing limit, a five-year term expiring on May 10, 2018, a $100.0 million letter of credit sublimit and a feature that gave DP&L the ability to increase the size of the facility by an additional $100.0 million. On July 31, 2015, DP&L refinanced its revolving credit facility, reducing the total size from $300.0 million to $175.0 million, with a $50.0 million letter of credit sublimit and a feature that provides DP&L the ability to increase the size of the facility by an additional $100.0 million. This refinancing extended the life of the facility from May 2018 to July 2020. At September 30, 2015, DP&L had drawn $10.0 million under this facility and had two letters of credit in the amount of $1.4 million outstanding under this facility, with the remaining $163.6 million available to DP&L. Fees associated with this letter of credit facility were not material during the nine months ended September 30, 2015 or 2014.

On July 1, 2015, the $35.3 million of 4.7% pollution control bonds due January 2028 and $41.3 million of the 4.8% pollution control bonds due January of 2034 became callable at par and were redeemed with cash.

On August 3, 2015, DP&L called $100.0 million of variable rate pollution control bonds due November 2040 and $137.8 million of 4.8% pollution control bonds due January of 2034. These bonds were refinanced with $200.0 million of new pollution control bonds at variable rates of interest secured by first mortgage bonds in an equivalent amount and the remaining $37.8 million of these bonds was redeemed.

DP&L’s unsecured revolving credit agreements and DP&L’s standby letter of credit have two financial covenants. The first financial covenant measures Total Debt to Total Capitalization. The Total Debt to Total Capitalization ratio is calculated, at the end of each fiscal quarter, by dividing total debt at the end of the quarter by total capitalization at the end of the quarter. The second financial covenant compares EBITDA to Interest Expense. The EBITDA to Interest Expense ratio is calculated, at the end of each fiscal quarter, by dividing EBITDA for the four prior fiscal quarters by the consolidated interest charges for the same period. The above covenants were retained with some amendments in DP&L's revolving credit facility refinanced on July 31, 2015. The DP&L amended standby letter of credit facilities were terminated on August 3, 2015.

Substantially all property, plant & equipment of DP&L is subject to the lien of the mortgage securing DP&L’s First and Refunding Mortgage.

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Ownership of Coal-fired Facilities

9 Months Ended

Sep. 30, 2015

Jointly Owned Utility Plant Interests [Line Items]

Ownership of Coal-fired Facilities

Note 4 – Ownership of Coal-fired Facilities

DP&L has undivided ownership interests in fivecoal-fired electric generating facilities, various peaking facilities and numerous transmission facilities with certain other Ohio utilities. Certain expenses, primarily fuel costs for the generating units, are allocated to the owners based on their energy usage. The remaining expenses, investments in fuel inventory, plant materials and operating supplies, and capital additions are allocated to the owners in accordance with their respective ownership interests. At September 30, 2015, DP&L had $25.0 million of construction work in process at such jointly owned facilities. DP&L’s share of the operating cost of such facilities is included within the corresponding line in the Condensed Consolidated Statements of Operations and DP&L’s share of the investment in the facilities is included within Total net property, plant and equipment in the Condensed Consolidated Balance Sheets. Each joint owner provides their own financing for their share of the operations and capital expenditures of the jointly owned units and stations.

DP&L’s undivided ownership interest in such facilities at September 30, 2015 is as follows:

	DP&L Share		DPL Carrying value
Jointly owned production units and stations:	Ownership (%)	Summer Production Capacity (MW)	Gross Plant in Service ($ in millions)		Accumulated Depreciation ($ in millions)		Construction Work in Process ($ in millions)		SCR and FGD Equipment Installed and in Service (Yes/No)
Conesville Unit 4	16.5	129	$	25	$	4	$	1	Yes
Killen Station	67.0	402	340		30		1		Yes
Miami Fort Units 7 and 8	36.0	368	218		31		4		Yes
Stuart Station	35.0	808	234		21		14		Yes
Zimmer Station	28.1	371	186		44		5		Yes
Transmission (at varying percentages)		n/a	42		7		—
Total		2,078	$	1,045	$	137	$	25

DPL revalued DP&L’s investment in the above plants at the estimated fair value for each plant at the date of the Merger.

THE DAYTON POWER AND LIGHT COMPANY [Member]

Jointly Owned Utility Plant Interests [Line Items]

Ownership of Coal-fired Facilities

Note 4 – Ownership of Coal-fired Facilities

DP&L has undivided ownership interests in fivecoal-fired electric generating facilities, various peaking facilities and numerous transmission facilities with certain other Ohio utilities. Certain expenses, primarily fuel costs for the generating units, are allocated to the owners based on their energy usage. The remaining expenses, investments in fuel inventory, plant materials and operating supplies, and capital additions are allocated to the owners in accordance with their respective ownership interests. At September 30, 2015, DP&L had $25.0 million of construction work in process at such jointly owned facilities. DP&L’s share of the operating cost of such facilities is included within the corresponding line in the Condensed Consolidated Statements of Operations and DP&L’s share of the investment in the facilities is included within Total net property, plant and equipment in the Condensed Consolidated Balance Sheets. Each joint owner provides their own financing for their share of the operations and capital expenditures of the jointly owned units and stations.

DP&L’s undivided ownership interest in such facilities at September 30, 2015, is as follows:

	DP&L Share		DP&L Carrying value
Jointly owned production units and stations:	Ownership (%)	Summer Production Capacity (MW)	Gross Plant in Service ($ in millions)		Accumulated Depreciation ($ in millions)		Construction Work in Process ($ in millions)		SCR and FGD Equipment Installed and in Service (Yes/No)
Conesville Unit 4	16.5	129	$	25	$	8	$	1	Yes
Killen Station	67.0	402	655		324		1		Yes
Miami Fort Units 7 and 8	36.0	368	365		169		4		Yes
Stuart Station	35.0	808	771		335		14		Yes
Zimmer Station	28.1	371	1,104		688		5		Yes
Transmission (at varying percentages)		n/a	98		63		—
Total		2,078	$	3,018	$	1,587	$	25

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Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2015

Related Party Transaction [Line Items]

Schedule of Related Party Transactions

In the normal course of business, DPL enters into transactions with subsidiaries of AES. The following table provides a summary of these transactions:

	Three months ended				Nine months ended
	September 30,				September 30,
$ in millions	2015		2014		2015		2014
Transactions with the Service Company
Charges from the Service Company	$	8.9	$	11.7	$	28.5	$	28.4
Charges to the Service Company	$	1.1	$	0.6	$	5.1	$	1.8
					at September 30, 2015		at December 31, 2014
Net prepaid / (payable) to the service company					$	0.1	$	(4.7	)

THE DAYTON POWER AND LIGHT COMPANY [Member]

Related Party Transaction [Line Items]

Schedule of Related Party Transactions

In the normal course of business, DP&L enters into transactions with other subsidiaries of DPL and AES. The following table provides a summary of these transactions:

	Three months ended September 30,						Nine months ended September 30,
$ in millions	2015			2014			2015			2014
DP&L Revenues:
Sales to DPLER (including MC Squared) (a)	$	66.0		$	125.6		$	245.0		$	376.6
DP&L Operations and Maintenance Expenses:
Premiums paid for insurance services provided by MVIC (b)	$	(0.8	)	$	(0.7	)	$	(2.4	)	$	(2.1	)
Expense recoveries for services provided to DPLER (c)	$	0.6		$	0.5		$	1.8		$	1.6
Transactions with the Service Company
Charges from the Service Company	$	7.6		$	7.4		$	24.3		$	24.2
Charges to the Service Company	$	1.1		$	0.6		$	5.0		$	1.7

DP&L Customer security deposits:	at September 30, 2015		at December 31, 2014
Deposits received from DPLER (d)	$	2.9	$	20.1
Balances with the Service Company
Net prepaid / (payable) to the service company	$	0.1	$	(4.7	)

(a) DP&L sells power to DPLER to satisfy the electric requirements of DPLER’s retail customers. The revenue dollars associated with sales to DPLER are recorded as wholesale revenues in DP&L’s Financial Statements.

(b) MVIC, a wholly owned captive insurance subsidiary of DPL, provides insurance coverage to DP&L and other DPL subsidiaries for workers’ compensation, general liability, property damages and directors’ and officers’ liability. These amounts represent insurance premiums paid by DP&L to MVIC. DP&L received insurance proceeds from MVIC of $0.5 million and $0.0 million for the three months ended September 30, 2015 and 2014, respectively, and $4.3 million and $0.4 million for the nine months ended September 30, 2015 and 2014, respectively.

(c) In the normal course of business DP&L incurs and records expenses on behalf of DPLER. Such expenses include, but are not limited to, employee-related expenses, accounting, information technology, payroll, legal and other administrative expenses. DP&L subsequently charges these expenses to DPLER at DP&L’s cost and credits the expense in which they were initially recorded.

(d) DP&L requires credit assurance from the CRES providers serving customers in its service territory because DP&L is the default energy provider should the CRES provider fail to fulfill its obligations to provide electricity. Due to DPL’s credit downgrade, DP&L required cash collateral from DPLER.

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Goodwill Impairment

9 Months Ended

Sep. 30, 2015

Goodwill and Intangible Asset Impairment [Abstract]

Goodwill Impairment

Note 12 – Goodwill Impairment

During the first quarter of 2014, we performed an interim impairment test on the $135.8 million in goodwill at our DPLER reporting unit. The DPLER reporting unit was identified as being "at risk" during the fourth quarter of 2013. The impairment indicators arose based on market information available regarding actual and proposed sales of competitive retail marketers, which indicated a significant decline in valuations during the first quarter of 2014. In Step 1 of the interim impairment test, the fair value of the reporting unit was determined to be less than its carrying amount under both the market approach and the income approach using a discounted cash flow valuation model. The significant assumptions included commodity price curves, estimated electricity to be demanded by its customers, changes in its customer base through attrition and expansion, discount rates, the assumed tax structure and the level of working capital required to run the business. During the second quarter of 2014, we finalized the work to determine the implied fair value for the DPLER reporting unit. There were no further adjustments to the full impairment of $135.8 million recognized in the first quarter.

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Fair Value Measurements

9 Months Ended

Sep. 30, 2015

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Fair Value Measurements

Note 8 – Fair Value Measurements

The fair values of our financial instruments are based on published sources for pricing when possible. We rely on valuation models only when no other methods exist. The value of our financial instruments represents our best estimates of the fair value, which may not be the value realized in the future.

The following table presents the fair value and cost of our non-derivative instruments at September 30, 2015 and December 31, 2014. Information about the fair value of our derivative instruments can be found in Note 9.

	September 30, 2015				December 31, 2014
$ in millions	Cost		Fair Value		Cost		Fair Value
Assets
Money market funds	$	0.2	$	0.2	$	0.1	$	0.1
Equity securities	2.7		3.4		2.7		3.7
Debt securities	4.5		4.4		4.7		4.7
Hedge funds	0.7		0.7		0.8		0.8
Real estate	0.3		0.3		0.4		0.4
Total Assets	$	8.4	$	9.0	$	8.7	$	9.7
Liabilities
Debt	$	2,009.4	$	2,033.7	$	2,159.7	$	2,204.8

These financial instruments are not subject to master netting agreements or collateral requirements and as such are presented in the Condensed Consolidated Balance Sheet at their gross fair value, except for Debt, which is presented at amortized carrying value.

Debt

Unrealized gains or losses are not recognized in the financial statements as debt is presented at cost, net of unamortized premium or discount in the financial statements. The debt amounts include the current portion payable in the next twelve months and have maturities that range from 2016 to 2061.

Master Trust Assets

DP&L established Master Trusts to hold assets that could be used for the benefit of employees participating in employee benefit plans and these assets are not used for general operating purposes. These assets are primarily comprised of open-ended mutual funds, which are valued using the net asset value per unit. These investments are recorded at fair value within Other deferred assets on the balance sheets and classified as available-for-sale. Any unrealized gains or losses are recorded in AOCI until the securities are sold.

DPL had $0.5 million ($0.4 million after tax) of unrealized gains and $0.1 million ($0.1 million after tax) of unrealized losses on the Master Trust assets in AOCI at September 30, 2015 and $0.8 million ($0.5 million after tax) of unrealized gains and immaterial unrealized losses on the Master Trust assets in AOCI at December 31, 2014.

During the nine months endedSeptember 30, 2015, $1.0 million ($0.7 million after tax) of various investments were sold to facilitate the distribution of benefits and the unrealized gains were reversed into earnings. An immaterial amount of unrealized gains are expected to be reversed to earnings as investments are sold over the next twelve months to facilitate the distribution of benefits.

Fair Value Hierarchy

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. These inputs are then categorized as:

• Level 1 (quoted prices in active markets for identical assets or liabilities);

• Level 2 (observable inputs such as quoted prices for similar assets or liabilities or quoted prices in markets that are not active);

• Level 3 (unobservable inputs).

Valuations of assets and liabilities reflect the value of the instrument including the values associated with counterparty risk. We include our own credit risk and our counterparty’s credit risk in our calculation of fair value using global average default rates based on an annual study conducted by a large rating agency.

We did not have any transfers of the fair values of our financial instruments between Level 1 and Level 2 of the fair value hierarchy during the three months and nine months ended September 30, 2015 and 2014.

The fair value of assets and liabilities at September 30, 2015 and December 31, 2014 and the respective category within the fair value hierarchy for DPL was determined as follows:

Assets and Liabilities at Fair Value
			Level 1		Level 2		Level 3
$ in millions	Fair value at September 30, 2015		Based on Quoted Prices in Active Markets		Other Observable Inputs		Unobservable Inputs
Assets
Master Trust assets
Money market funds	$	0.2	$	0.2	$	—	$	—
Equity securities	3.4		—		3.4		—
Debt securities	4.4		—		4.4		—
Hedge funds	0.7		—		0.7		—
Real estate	0.3		—		0.3		—
Total Master Trust assets	9.0		0.2		8.8		—
Derivative Assets
FTRs	0.4		—		—		0.4
Forward power contracts	30.0		—		30.0		—
Total Derivative assets	30.4		—		30.0		0.4
Total Assets	$	39.4	$	0.2	$	38.8	$	0.4
Liabilities
Derivative Liabilities
FTRs	0.7		—		—		0.7
Forward power contracts	24.4		—		22.2		2.2
Total Derivative liabilities	25.1		—		22.2		2.9
Debt	2,033.7		—		2,015.6		18.1
Total Liabilities	$	2,058.8	$	—	$	2,037.8	$	21.0

Assets and Liabilities at Fair Value
			Level 1		Level 2		Level 3
$ in millions	Fair value at December 31, 2014		Based on Quoted Prices in Active Markets		Other Observable Inputs		Unobservable Inputs
Assets
Master Trust assets
Money market funds	$	0.1	$	0.1	$	—	$	—
Equity securities	3.7		—		3.7		—
Debt securities	4.7		—		4.7		—
Hedge funds	0.8		—		0.8		—
Real estate	0.4		—		0.4		—
Total Master Trust assets	9.7		0.1		9.6		—
Derivative assets
Forward power contracts	14.9		—		13.7		1.2
Total Derivative assets	14.9		—		13.7		1.2
Total Assets	$	24.6	$	0.1	$	23.3	$	1.2
Liabilities
Derivative liabilities
FTRs	$	0.6	$	—	$	—	0.6
Heating oil futures	0.4		0.4		—		—
Natural gas futures	0.1		0.1		—		—
Forward power contracts	11.1		—		11.1		—
Total Derivative liabilities	12.2		0.5		11.1		0.6
Debt	2,204.8		—		2,186.6		18.2
Total Liabilities	$	2,217.0	$	0.5	$	2,197.7	$	18.8

Our financial instruments are valued using the market approach in the following categories:

• Level 1 inputs are used for derivative contracts such as heating oil futures and for money market accounts that are considered cash equivalents. The fair value is determined by reference to quoted market prices and other relevant information generated by market transactions.

• Level 2 inputs are used to value derivatives such as forward power contracts (which are traded on the OTC market but which are valued using prices on the NYMEX for similar contracts on the OTC market). Other Level 2 assets include open-ended mutual funds that are in the Master Trust, which are valued using observable prices based on the end of day NAV per unit.

• Level 3 inputs such as FTRs are considered a Level 3 input because the monthly auctions are considered inactive. Other Level 3 inputs include the credit valuation adjustment on some of the forward power contracts and forward power contracts in less active markets. Our Level 3 inputs are immaterial to our derivative balances as a whole and as such no further disclosures are presented.

Approximately 97% of the inputs to the fair value of our derivative instruments are from quoted market prices.

Our debt is fair valued for disclosure purposes only and most of the fair values are determined using quoted market prices in inactive markets. These fair value inputs are considered Level 2 in the fair value hierarchy. As the Wright-Patterson Air Force Base loan is not publicly traded, fair value is assumed to equal carrying value. These fair value inputs are considered Level 3 in the fair value hierarchy as there are no observable inputs. Additional Level 3 disclosures are not presented since debt is not recorded at fair value.

Non-recurring Fair Value Measurements

We use the cost approach to determine the fair value of our AROs, which is estimated by discounting expected cash outflows to their present value at the initial recording of the liability. Cash outflows are based on the approximate future disposal cost as determined by market information, historical information or other management estimates. These inputs to the fair value of the AROs would be considered Level 3 inputs under the fair value hierarchy. AROs for ash ponds, asbestos, river structures and underground storage tanks increased by a net amount of $38.7 million and $1.2 million during the nine months endedSeptember 30, 2015 and 2014, respectively. The majority of the increase in 2015 is due to an increase in the AROs for ash ponds ($40.6 million) as a result of new rules promulgated by the USEPA that were published in the Federal Register in April 2015 and became effective in October 2015.

When evaluating impairment of goodwill and long-lived assets, we measure fair value using the applicable fair value measurement guidance. Impairment expense is measured by comparing the fair value at the evaluation date to the carrying amount. The following table summarizes Goodwill and Long-lived assets measured at fair value on a non-recurring basis during the period and their level within the fair value hierarchy (there were no impairments during the nine months ended September 30, 2015):

$ in millions	Nine months ended September 30, 2014
	Carrying		Fair Value						Gross
	Amount (c)		Level 1		Level 2		Level 3		Loss
Assets
Long-lived assets (a)
DP&L (East Bend)	$	14.2	$	—	$	—	$	2.7	$	11.5
Goodwill (b)
DPLER Reporting unit	$	135.8	$	—	$	—	$	—	$	135.8

(a)See Note 9 for further information

(b)See Note 12 for further information

(c)Carrying amount at date of valuation

THE DAYTON POWER AND LIGHT COMPANY [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Fair Value Measurements

Note 8 – Fair Value Measurements

The fair values of our financial instruments are based on published sources for pricing when possible. We rely on valuation models only when no other method is available to us. The value of our financial instruments represents our best estimates of fair value, which may not be the value realized in the future.

The following table presents the fair value and cost of our non-derivative instruments at September 30, 2015 and December 31, 2014. Information about the fair value of our derivative instruments can be found in Note 9.

	September 30, 2015				December 31, 2014
$ in millions	Cost		Fair Value		Cost		Fair Value
Assets
Money market funds	$	0.2	$	0.2	$	0.1	$	0.1
Equity securities	2.7		3.4		2.7		3.7
Debt securities	4.5		4.4		4.7		4.7
Hedge funds	0.7		0.7		0.8		0.8
Real estate	0.3		0.3		0.4		0.4
Total assets	$	8.4	$	9.0	$	8.7	$	9.7
Liabilities
Debt	$	762.9	$	764.3	$	877.1	$	882.5

These financial instruments are not subject to master netting agreements or collateral requirements and as such are presented in the Condensed Balance Sheet at their gross fair value, except for Debt, which is presented at amortized cost.

Debt

Unrealized gains or losses are not recognized in the financial statements as debt is presented at cost, net of unamortized premium or discount in the financial statements. The debt amounts include the current portion payable in the next twelve months and have maturities that range from 2016 to 2061.

Master Trust Assets

DP&L established Master Trusts to hold assets that could be used for the benefit of employees participating in employee benefit plans and these assets are not used for general operating purposes. These assets are primarily comprised of open-ended mutual funds that are valued using the net asset value per unit. These investments are recorded at fair value within Other deferred assets on the balance sheets and classified as available-for-sale. Any unrealized gains or losses are recorded in AOCI until the securities are sold.

DP&L had $0.7 million ($0.5 million after tax) of unrealized gains and $0.1 million ($0.1 million after tax) of unrealized losses on the Master Trust assets in AOCI at September 30, 2015 and $1.1 million ($0.7 million after tax) in unrealized gains and immaterial unrealized losses on the Master Trust assets in AOCI at December 31, 2014.

During the nine months ended September 30, 2015, $1.0 million ($0.7 million after tax) of various investments were sold to facilitate the distribution of benefits and the unrealized gains were reversed into earnings. An immaterial amount of unrealized gains are expected to be reversed to earnings over the next twelve months to facilitate the disbursement of benefits.

Fair Value Hierarchy

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. These inputs are then categorized as:

• Level 1 (quoted prices in active markets for identical assets or liabilities);

• Level 2 (observable inputs such as quoted prices for similar assets or liabilities or quoted prices in markets that are not active);

• Level 3 (unobservable inputs).

Valuations of assets and liabilities reflect the value of the instrument including the values associated with counterparty risk. We include our own credit risk and our counterparty’s credit risk in our calculation of fair value using global average default rates based on an annual study conducted by a large rating agency.

We did not have any transfers of the fair values of our financial instruments between Level 1 and Level 2 of the fair value hierarchy during the three months and nine months ended September 30, 2015 and 2014.

The fair value of assets and liabilities at September 30, 2015 and December 31, 2014 and the respective category within the fair value hierarchy for DP&L was determined as follows:

Assets and Liabilities at Fair Value
			Level 1		Level 2		Level 3
$ in millions	Fair value at September 30, 2015		Based on Quoted Prices in Active Markets		Other Observable Inputs		Unobservable Inputs
Assets
Master Trust assets
Money market funds	$	0.2	$	0.2	$	—	$	—
Equity securities	3.4		—		3.4		—
Debt securities	4.4		—		4.4		—
Hedge funds	0.7		—		0.7		—
Real estate	0.3		—		0.3		—
Total Master Trust assets	9.0		0.2		8.8		—
Derivative assets
FTRs	0.4		—		—		0.4
Forward power contracts	30.2		—		30.2		—
Total derivative assets	30.6		—		30.2		0.4
Total assets	$	39.6	$	0.2	$	39.0	$	0.4
Liabilities
Derivative liabilities
FTRs	$	0.7	$	—	$	—	$	0.7
Forward power contracts	24.5		—		22.3		2.2
Total derivative liabilities	25.2		—		22.3		2.9
Debt	764.3		—		746.2		18.1
Total liabilities	$	789.5	$	—	$	768.5	$	21.0

Assets and Liabilities at Fair Value
			Level 1		Level 2		Level 3
$ in millions	Fair value at December 31, 2014		Based on Quoted Prices in Active Markets		Other Observable Inputs		Unobservable Inputs
Assets
Master Trust assets
Money market funds	$	0.1	$	0.1	$	—	$	—
Equity securities	3.7		—		3.7		—
Debt securities	4.7		—		4.7		—
Hedge funds	0.8		—		0.8		—
Real estate	0.4		—		0.4		—
Total Master Trust assets	9.7		0.1		9.6		—
Derivative assets
Forward power contracts	15.1		—		13.9		1.2
Total Derivative assets	15.1		—		13.9		1.2
Total assets	$	24.8	$	0.1	$	23.5	$	1.2
Liabilities
Derivative liabilities
FTRs	$	0.6	$	—	$	—	$	0.6
Heating oil futures	0.4		0.4		—		—
Natural gas futures	0.1		0.1		—		—
Forward power contracts	11.2		—		11.2		—
Total Derivative liabilities	12.3		0.5		11.2		0.6
Debt	882.5		—		864.3		18.2
Total liabilities	$	894.8	$	0.5	$	875.5	$	18.8

Our financial instruments are valued using the market approach in the following categories:

• Level 1 inputs are used for derivative contracts such as heating oil futures and for money market accounts that are considered cash equivalents. The fair value is determined by reference to quoted market prices and other relevant information generated by market transactions.

• Level 2 inputs are used to value derivatives such as forward power contracts (which are traded on the OTC market but which are valued using prices on the NYMEX for similar contracts on the OTC market). Other Level 2 assets include open-ended mutual funds that are in the Master Trust, which are valued using observable prices based on the end of day NAV per unit.

• Level 3 inputs such as FTRs are considered a Level 3 input because the monthly auctions are considered inactive. Other Level 3 inputs include the credit valuation adjustment on some of the forward power contracts and forward power contracts in less active markets. Our Level 3 inputs are immaterial to our derivative balances as a whole and as such no further disclosures are presented.

Our debt is fair valued for disclosure purposes only and most of the fair values are determined using quoted market prices in inactive markets. These fair value inputs are considered Level 2 in the fair value hierarchy. Since the Wright-Patterson Air Force Base loan is not publicly traded, fair value is assumed to equal carrying value. These fair value inputs are considered Level 3 in the fair value hierarchy as there are no observable inputs. Additional Level 3 disclosures are not presented since debt is not recorded at fair value.

Approximately 97% of the inputs to the fair value of our derivative instruments are from quoted market prices.

Non-recurring Fair Value Measurements

We use the cost approach to determine the fair value of our AROs, which is estimated by discounting expected cash outflows to their present value at the initial recording of the liability. Cash outflows are based on the approximate future disposal cost as determined by market information, historical information or other management estimates. AROs for ash ponds, asbestos, river structures and underground storage tanks increased by a net amount of $38.7 million and $1.2 million during the nine months ended September 30, 2015 and 2014, respectively. The majority of the increase in 2015 is due to an increase in the AROs for ash ponds ($40.6 million) due to new rules promulgated by the USEPA that were published in the Federal Register in April 2015 and became effective in October 2015.

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Business Segments (Segment Financial Information) (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Segment Reporting Information [Line Items]
External customer revenues	$ 414.1	$ 479.2	$ 1,281.5	$ 1,329.6
Total revenues	414.1	479.2	1,281.5	1,329.6
Fuel Costs	71.4	85.1	202.2	235.9
Purchased power	145.4	153.7	460.2	466.2
Amortization of intangibles		0.3	0.0	0.9
Gross margin	197.3	240.1	619.1	626.6
Depreciation and amortization	34.8	34.5	104.1	103.7
Goodwill impairment	0.0	0.0	0.0	135.8
Fixed asset impairment	0.0	0.0	0.0	11.5
Interest expense	28.9	33.1	90.3	95.8
Income tax expense (benefit)	0.3	(41.0)	13.5	29.7
Net income/ (loss)	8.6	98.4	59.0	(116.8)
Capital expenditures	28.7	26.4	93.5	81.6
Total assets	3,489.4		3,489.4		$ 3,577.8
Operating Segments [Member] | Utility [Member]
Segment Reporting Information [Line Items]
External customer revenues	323.2	329.3	957.6	875.9
Intersegment revenues	66.0	125.6	245.0	376.6
Total revenues	389.2	454.9	1,202.6	1,252.5
Fuel Costs	69.0	84.5	188.9	227.4
Purchased power	142.5	152.4	452.3	457.3
Amortization of intangibles		0.0		0.0
Gross margin	177.7	218.0	561.4	567.8
Depreciation and amortization	34.6	36.4	103.5	108.2
Goodwill impairment				0.0
Fixed asset impairment				0.0
Interest expense	6.9	9.4	24.6	25.5
Income tax expense (benefit)	0.8	13.1	25.0	23.1
Net income/ (loss)	15.5	53.2	75.9	76.5
Capital expenditures	27.9	25.6	91.2	78.6
Total assets	3,239.9		3,239.9		3,338.7
Operating Segments [Member] | Competitive Retail [Member]
Segment Reporting Information [Line Items]
External customer revenues	77.0	141.3	274.5	414.9
Intersegment revenues	0.0	0.0	0.0	0.0
Total revenues	77.0	141.3	274.5	414.9
Fuel Costs	0.0	0.0	0.0	0.0
Purchased power	66.6	128.7	247.0	380.0
Amortization of intangibles		0.0		0.0
Gross margin	10.4	12.6	27.5	34.9
Depreciation and amortization	0.2	0.3	0.6	0.6
Goodwill impairment				0.0
Fixed asset impairment				0.0
Interest expense	0.0	0.1	0.1	0.3
Income tax expense (benefit)	1.6	1.5	(2.6)	2.1
Net income/ (loss)	2.6	3.0	10.9	4.2
Capital expenditures	0.3	0.5	0.6	0.5
Total assets	44.5		44.5		94.9
Other [Member]
Segment Reporting Information [Line Items]
External customer revenues	13.9	8.6	49.4	38.8
Intersegment revenues	1.5	3.0	4.4	4.1
Total revenues	15.4	11.6	53.8	42.9
Fuel Costs	2.4	0.6	13.3	8.5
Purchased power	3.0	0.4	7.8	7.1
Amortization of intangibles		0.3		0.9
Gross margin	10.0	10.3	32.7	26.4
Depreciation and amortization	0.0	(2.2)		(5.1)
Goodwill impairment				135.8
Fixed asset impairment				11.5
Interest expense	22.1	23.8	65.8	70.5
Income tax expense (benefit)	(2.1)	(55.6)	(8.9)	4.5
Net income/ (loss)	(9.5)	42.2	(27.8)	(197.5)
Capital expenditures	0.5	0.3	1.7	2.5
Total assets	1,472.8		1,472.8		1,440.1
Adjustments and Eliminations [Member]
Segment Reporting Information [Line Items]
External customer revenues	0.0	0.0	0.0	0.0
Intersegment revenues	(67.5)	(128.6)	(249.4)	(380.7)
Total revenues	(67.5)	(128.6)	(249.4)	(380.7)
Fuel Costs	0.0	0.0	0.0	0.0
Purchased power	(66.7)	(127.8)	(246.9)	(378.2)
Amortization of intangibles		0.0		0.0
Gross margin	(0.8)	(0.8)	(2.5)	(2.5)
Depreciation and amortization	0.0	0.0	0.0	0.0
Goodwill impairment				0.0
Fixed asset impairment				0.0
Interest expense	(0.1)	(0.2)	(0.2)	(0.5)
Income tax expense (benefit)	0.0	0.0	0.0	0.0
Net income/ (loss)	0.0	0.0	0.0	0.0
Capital expenditures	0.0	$ 0.0	0.0	$ 0.0
Total assets	$ (1,267.8)		$ (1,267.8)		$ (1,295.9)

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Income Taxes

9 Months Ended

Sep. 30, 2015

Entity Information [Line Items]

Income Taxes

Note 6 – Income Taxes

The following table details the effective tax rates for the three and nine months ended September 30, 2015 and 2014.

	Three months ended		Nine months ended
	September 30,		September 30,
	2015	2014	2015	2014
DPL	3.4%	(71.5)%	18.6%	(34.2)%

Income tax expense for the nine months endedSeptember 30, 2015 and 2014 was calculated using the estimated annual effective income tax rates for 2015 and 2014 of 30.8% and (42.3)%, respectively. For the nine months endedSeptember 30, 2015 and 2014, management estimated the annual effective tax rate based on its forecast of annual pre-tax income. To the extent that actual pre-tax results for the year differ from the forecasts applied to the most recent interim period, the rates estimated could be materially different from the actual effective tax rates.

For the three and nine months ended September 30, 2015, DPL’s current period effective rate was less than the estimated annual effective rate primarily due to the sale of MC Squared and an anticipated refund from the IRS for the filing of an amended 2011 predecessor tax return to include the domestic manufacturing deduction. The increase in the effective rate compared to the same period in 2014 is primarily due to the non-deductible goodwill impairment in 2014 which did not occur in 2015.

THE DAYTON POWER AND LIGHT COMPANY [Member]

Entity Information [Line Items]

Income Taxes

Note 6 – Income Taxes

The following table details the effective tax rates for the three and nine months ended September 30, 2015 and 2014.

	Three months ended September 30,		Nine months ended September 30,
	2015	2014	2015	2014
DP&L	4.9%	19.8%	24.8%	23.2%

Income tax expense for the three and nine months ended September 30, 2015 and 2014 was calculated using the estimated annual effective income tax rates for 2015 and 2014 of 29.0% and 30.5%, respectively. For the three and nine months ended September 30, 2015 and 2014 management estimated the annual effective tax rate based on its forecast of annual pre-tax income. To the extent that actual pre-tax results for the year differ from the forecasts applied to the most recent interim period, the rates estimated could be materially different from the actual effective tax rates.

For the three and nine months ended September 30, 2015, DP&L’s current period effective rate is less than the estimated annual effective rate primarily due to the anticipated refund from the IRS for the filing of an amended 2011 predecessor tax return to include the domestic manufacturing deduction and the deduction for the preferred stock dividends.

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Pension and Postretirement Benefits

9 Months Ended

Sep. 30, 2015

Entity Information [Line Items]

Pension and Postretirement Benefits

Note 7 – Pension and Postretirement Benefits

DP&L sponsors a defined benefit pension plan for the vast majority of its employees.

We generally fund pension plan benefits as accrued in accordance with the minimum funding requirements of ERISA and, in addition, make voluntary contributions from time to time. There was $5.0 million and $0.0 million in employer contributions made during the nine months endedSeptember 30, 2015 and 2014, respectively.

The amounts presented in the following tables for pension include the collective bargaining plan formula, the traditional management plan formula, the cash balance plan formula and the SERP, in the aggregate. The amounts presented for postretirement include both health and life insurance. The pension and postretirement costs below have not been adjusted for amounts billed to the Service Company for former DP&L employees who are now employed by the Service Company but are still participants in the DP&L plan. See "Related Party Transactions" discussion in Note 1, "Overview and Summary of Significant Accounting Policies".

The net periodic benefit cost of the pension and postretirement benefit plans for the three and nine months ended September 30, 2015 and 2014 was:

Net Periodic Benefit Cost	Pension						Postretirement
	Three months ended						Three months ended
	September 30,						September 30,
$ in millions	2015			2014			2015			2014
Service cost	$	1.7		$	1.5		$	0.1		$	—
Interest cost	4.4			4.3			0.2			0.2
Expected return on plan assets	(5.7		)	(5.8		)	(0.1		)	—
Amortization of unrecognized:
Prior service cost	0.5			0.4			—			—
Actuarial loss / (gain)	1.5			0.9			(0.1		)	(0.1		)
Net periodic benefit cost	$	2.4		$	1.3		$	0.1		$	0.1

Net Periodic Benefit Cost	Pension						Postretirement
	Nine months ended						Nine months ended
	September 30,						September 30,
$ in millions	2015			2014			2015			2014
Service cost	$	5.3		$	4.5		$	0.1		$	0.1
Interest cost	13.0			13.1			0.5			0.6
Expected return on plan assets	(17.0		)	(17.2		)	(0.1		)	(0.1		)
Amortization of unrecognized:
Prior service cost	1.5			1.1			—			—
Actuarial loss / (gain)	4.4			2.6			(0.3		)	(0.4		)
Net periodic benefit cost	$	7.2		$	4.1		$	0.2		$	0.2

Benefit payments and Medicare Part D reimbursements, which reflect future service, are estimated to be paid as follows:

$ in millions	Pension		Postretirement
2015	$	6.2	$	0.5
2016	25.2		1.8
2017	25.7		1.7
2018	26.3		1.6
2019	26.7		1.5
2020 - 2024	137.0		6.1

THE DAYTON POWER AND LIGHT COMPANY [Member]

Entity Information [Line Items]

Pension and Postretirement Benefits

Note 7 – Pension and Postretirement Benefits

DP&L sponsors a defined benefit pension plan for the vast majority of its employees.

We generally fund pension plan benefits as accrued in accordance with the minimum funding requirements of ERISA and, in addition, make voluntary contributions from time to time. There was $5.0 million and $0.0 million in employer contributions made during the nine months endedSeptember 30, 2015 and 2014, respectively.

The amounts presented in the following tables for pension include the collective bargaining plan formula, the traditional management plan formula, the cash balance plan formula and the SERP, in the aggregate. The amounts presented for postretirement include both health and life insurance. The pension and postretirement costs below have not been adjusted for amounts billed to the Service Company for former DP&L employees who are now employed by the Service Company but are still participants in the DP&L plan. See "Related Party Transactions" discussion in Note 1, "Overview and Summary of Significant Accounting Policies".

The net periodic benefit cost of the pension and postretirement benefit plans for the three and nine months ended September 30, 2015 and 2014 was:

Net Periodic Benefit Cost	Pension						Postretirement
	Three months ended						Three months ended
	September 30,						September 30,
$ in millions	2015			2014			2015			2014
Service cost	$	1.8		$	1.5		$	0.1		$	—
Interest cost	4.2			4.3			0.1			0.2
Expected return on plan assets	(5.6		)	(5.7		)	(0.1		)	(0.1		)
Amortization of unrecognized:
Prior service cost	0.9			0.7			0.1			0.1
Actuarial loss / (gain)	2.4			1.6			(0.2		)	(0.2		)
Net periodic benefit cost	$	3.7		$	2.4		$	—		$	—

Net Periodic Benefit Cost	Pension						Postretirement
	Nine months ended						Nine months ended
	September 30,						September 30,
$ in millions	2015			2014			2015			2014
Service cost	$	5.3		$	4.4		$	0.1		$	0.1
Interest cost	12.8			13.0			0.5			0.6
Expected return on plan assets	(16.8		)	(17.0		)	(0.1		)	(0.2		)
Amortization of unrecognized:
Prior service cost	2.5			2.1			0.1			0.1
Actuarial loss / (gain)	7.2			4.8			(0.5		)	(0.5		)
Net periodic benefit cost	$	11.0		$	7.3		$	0.1		$	0.1

Benefit payments and Medicare Part D reimbursements, which reflect future service, are estimated to be paid as follows:

$ in millions	Pension		Postretirement
2015	$	6.2	$	0.5
2016	25.2		1.8
2017	25.7		1.7
2018	26.3		1.6
2019	26.7		1.5
2020 - 2024	137.0		6.1

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Derivative Instruments and Hedging Activities

9 Months Ended

Sep. 30, 2015

Derivative Instruments and Hedging Activities Disclosures [Line Items]

Derivative Instruments and Hedging Activities

Note 9 – Derivative Instruments and Hedging Activities

In the normal course of business, DPL enters into various financial arrangements, including derivative financial instruments. We use derivatives principally to manage the risk of changes in market prices for commodities. The derivatives that we use to economically hedge these risks are governed by our risk management policies for forward and futures contracts. Our net positions are continually assessed within our structured hedging programs to determine whether new or offsetting transactions are required. The objective of the hedging program is to mitigate financial risks while ensuring that we have adequate resources to meet our requirements. We monitor and value derivative positions monthly as part of our risk management processes. We use published sources for pricing, when possible, to mark positions to market. All of our derivative instruments are used for risk management purposes and are designated as normal purchase/normal sale, cash flow hedges or marked to market each reporting period.

At September 30, 2015, DPL had the following outstanding derivative instruments:

Commodity	Accounting Treatment	Unit	Purchases (in thousands)	Sales (in thousands)		Net Purchases/ (Sales) (in thousands)
FTRs	Mark to Market	MWh	24.7	—		24.7
Forward power contracts	Cash Flow Hedge	MWh	1,361.2	(7,857.7	)	(6,496.5	)
Forward power contracts	Mark to Market	MWh	5,309.7	(1,850.3	)	3,459.4

At December 31, 2014, DPL had the following outstanding derivative instruments:

Commodity	Accounting Treatment	Unit	Purchases (in thousands)	Sales (in thousands)		Net Purchases/ (Sales) (in thousands)
FTRs	Mark to Market	MWh	10.5	—		10.5
Heating oil futures	Mark to Market	Gallons	378.0	—		378.0
Natural gas futures	Mark to Market	Dths	200.0	—		200.0
Forward power contracts	Cash Flow Hedge	MWh	175.0	(2,991.0	)	(2,816.0	)
Forward power contracts	Mark to Market	MWh	1,725.2	(2,707.8	)	(982.6	)

Cash Flow Hedges

As part of our risk management processes, we identify the relationships between hedging instruments and hedged items, as well as the risk management objective and strategy for undertaking various hedge transactions. The fair value of cash flow hedges is determined by observable market prices available as of the balance sheet dates and will continue to fluctuate with changes in market prices up to contract expiration. The effective portion of the hedging transaction is recognized in AOCI and transferred to earnings using specific identification of each contract when the forecasted hedged transaction takes place or when the forecasted hedged transaction is probable of not occurring. The ineffective portion of the cash flow hedge is recognized in earnings in the current period. All risk components were taken into account to determine the hedge effectiveness of the cash flow hedges.

We enter into forward power contracts to manage commodity price risk exposure related to our generation of electricity. We do not hedge all commodity price risk. We reclassify gains and losses on forward power contracts from AOCI into earnings in those periods in which the contracts settle.

The following table provides information for DPL concerning gains or losses recognized in AOCI for the cash flow hedges for the three months ended September 30, 2015 and 2014:

	Three months ended						Three months ended
	September 30, 2015						September 30, 2014
				Interest						Interest
$ in millions (net of tax)	Power			Rate Hedge			Power			Rate Hedge
Beginning accumulated derivative gain / (loss) in AOCI	$	1.1		$	17.8		$	(12.4	)	$	18.8
Net gains / (losses) associated with current period hedging transactions	7.8			—			1.2			—
Net gains / (losses) reclassified to earnings
Interest expense	—			(0.1		)	—			(0.2		)
Revenues	(2.5		)	—			3.4			—
Purchased power	0.6			—			0.2			—
Ending accumulated derivative gain / (loss) in AOCI	$	7.0		$	17.7		$	(7.6	)	$	18.6

The following table provides information for DPL concerning gains or losses recognized in AOCI for the cash flow hedges for the nine months endedSeptember 30, 2015 and 2014:

	Nine months ended						Nine months ended
	September 30, 2015						September 30, 2014
				Interest						Interest
$ in millions (net of tax)	Power			Rate Hedge			Power			Rate Hedge
Beginning accumulated derivative gain in AOCI	$	0.2		$	18.3		$	1.4		$	19.2
Net gains / (losses) associated with current period hedging transactions	9.6			—			(23.8		)	—
Net gains / (losses) reclassified to earnings
Interest expense	—			(0.6		)	—			(0.6		)
Revenues	(4.5		)	—			15.4			—
Purchased power	1.7			—			(0.6		)	—
Ending accumulated derivative gain / (loss) in AOCI	$	7.0		$	17.7		$	(7.6	)	$	18.6
Portion expected to be reclassified to earnings in the next twelve months (a)	$	3.3		$	(0.8	)
Maximum length of time that we are hedging our exposure to variability in future cash flows related to forecasted transactions (in months)	39			0

(a)The actual amounts that we reclassify from AOCI to earnings related to power can differ from the estimate above due to market price changes.

Mark to Market Accounting

Certain derivative contracts are entered into on a regular basis as part of our risk management program but do not qualify for hedge accounting or the normal purchase and sales exceptions under FASC 815. Accordingly, such contracts are recorded at fair value with changes in the fair value charged or credited to the Condensed Consolidated Statements of Operations in the period in which the change occurred. This is commonly referred to as “MTM accounting.” Contracts we enter into as part of our risk management program may be settled financially, by physical delivery, or net settled with the counterparty. FTRs, heating oil futures, natural gas, and certain forward power contracts are currently marked to market.

Certain qualifying derivative instruments have been designated as normal purchases or normal sales contracts, as provided under GAAP. Derivative contracts that have been designated as normal purchases or normal sales under GAAP are not subject to MTM accounting and are recognized in the Condensed Consolidated Statements of Operations on an accrual basis.

Regulatory Assets and Liabilities

In accordance with regulatory accounting under GAAP, a cost or loss that is probable of recovery in future rates should be deferred as a regulatory asset and revenue or a gain that is probable of being returned to customers should be deferred as a regulatory liability. Portions of the derivative contracts that are marked to market each reporting period and are related to the retail portion of DP&L’s load requirements are included as part of the fuel and purchased power recovery rider approved by the PUCO which began January 1, 2010. Therefore, a portion of the heating oil futures are assigned to the retail jurisdiction and deferred as a regulatory asset or liability until the contracts settle. If these unrealized gains and losses are no longer deemed to be probable of recovery through our rates, they will be reclassified into earnings in the period such determination is made.

The following tables present the amount and classification within the Condensed Consolidated Statements of Operations or Condensed Consolidated Balance Sheets of the gains and losses on DPL’s derivatives not designated as hedging instruments for the three and nine months ended September 30, 2015 and 2014:

For the three months ended September 30, 2015
$ in millions	Heating Oil			FTRs			Power			Total
Change in unrealized gain / (loss)	$	0.1		$	0.1		$	(3.2	)	$	(3.0	)
Realized loss	(0.2		)	(0.1		)	(4.3		)	(4.6		)
Total	$	(0.1	)	$	—		$	(7.5	)	$	(7.6	)
Recorded in Income Statement: gain / (loss)
Purchased power	$	—		$	—		$	(11.0	)	$	(11.0	)
Revenue	—			—			3.5			3.5
Fuel	(0.1		)	—			—			(0.1		)
Total	$	(0.1	)	$	—		$	(7.5	)	$	(7.6	)

For the three months ended September 30, 2014
$ in millions	Heating Oil			FTRs		Power			Total
Change in unrealized loss	$	(0.2	)	$	0.3	$	(2.3	)	$	(2.2	)
Realized gain / (loss)	—			0.1		(2.1		)	(2.0		)
Total	$	(0.2	)	$	0.4	$	(4.4	)	$	(4.2	)
Recorded on Balance Sheet:
Regulatory asset	$	(0.1	)	$	—	$	—		$	(0.1	)
Recorded in Income Statement: gain / (loss)
Purchased power	—			0.4		(4.4		)	(4.0		)
Fuel	(0.1		)	—		—			(0.1		)
Total	$	(0.2	)	$	0.4	$	(4.4	)	$	(4.2	)

For the nine months ended September 30, 2015
$ in millions	Heating Oil			FTRs			Power			Natural Gas			Total
Change in unrealized gain / (loss)	$	0.4		$	0.2		$	(4.9	)	$	0.1		$	(4.2	)
Realized loss	(0.3		)	(0.1		)	(8.1		)	(0.1		)	(8.6		)
Total	$	0.1		$	0.1		$	(13.0	)	$	—		$	(12.8	)
Recorded on Balance Sheet: gain/ (loss)
Regulatory Asset	$	0.1		$	—		$	—		$	—		$	0.1
Recorded in Income Statement: gain / (loss)
Purchased power	—			0.1			(21.9		)	—			(21.8		)
Revenue	—			—			8.9			—			8.9
Total	$	0.1		$	0.1		$	(13.0	)	$	—		$	(12.8	)

For the nine months ended September 30, 2014
$ in millions	Heating Oil			FTRs			Power			Total
Change in unrealized loss	$	(0.3	)	$	(1.2	)	$	(6.0	)	$	(7.5	)
Realized gain / (loss)	0.1			0.7			(3.6		)	(2.8		)
Total	$	(0.2	)	$	(0.5	)	$	(9.6	)	$	(10.3	)
Recorded in Income Statement: loss
Regulatory asset	$	(0.1	)	$	—		$	—		$	(0.1	)
Recorded in Income Statement: loss
Purchased power	—			(0.5		)	(9.6		)	(10.1		)
Fuel	(0.1		)	—			—			(0.1		)
Total	$	(0.2	)	$	(0.5	)	$	(9.6	)	$	(10.3	)

DPL has elected not to offset derivative assets and liabilities and not to offset net derivative positions against the right to reclaim cash collateral pledged (an asset) or the obligation to return cash collateral received (a liability) under derivative agreements.

The following tables summarize the derivative positions presented in the balance sheet where a right of offset exists under these arrangements and related cash collateral received or pledged. The following table presents the fair value and balance sheet classification of DPL’s derivative instruments at September 30, 2015:

Fair Values of Derivative Instruments
at September 30, 2015
				Gross Amounts Not Offset in the Condensed Consolidated Balance Sheets
$ in millions	Hedging Designation	Gross Fair Value as presented in the Condensed Consolidated Balance Sheets		Financial Instruments with Same Counterparty in Offsetting Position			Cash Collateral			Net Balance Fair Value
Assets
Short-term derivative positions (presented in Other current assets)
Forward power contracts	Cash Flow	$	10.8	$	(6.0	)	$	—		$	4.8
Forward power contracts	MTM	5.3		(4.0		)	—			1.3
FTRs	MTM	0.4		(0.4		)	—			—
Long-term derivative positions (presented in Other deferred assets)
Forward power contracts	Cash Flow	8.2		(3.0		)	—			5.2
Forward power contracts	MTM	5.7		(5.2		)	—			0.5
Total assets		$	30.4	$	(18.6	)	$	—		$	11.8
Liabilities
Short-term derivative positions (presented in Other current liabilities)
Forward power contracts	Cash Flow	$	6.0	$	(6.0	)	$	—		$	—
Forward power contracts	MTM	8.9		(4.0		)	(4.6		)	0.3
FTRs	MTM	0.7		(0.4		)	—			0.3
Long-term derivative positions (presented in Other deferred liabilities)
Forward power contracts	Cash Flow	3.0		(3.0		)	—			—
Forward power contracts	MTM	6.5		(5.2		)	(1.0		)	0.3
Total liabilities		$	25.1	$	(18.6	)	$	(5.6	)	$	0.9

The following table presents the fair value and balance sheet classification of DPL’s derivative instruments at December 31, 2014:

Fair Values of Derivative Instruments
at December 31, 2014
				Gross Amounts Not Offset in the Condensed Consolidated Balance Sheets
$ in millions	Hedging Designation	Gross Fair Value as presented in the Condensed Consolidated Balance Sheets		Financial Instruments with Same Counterparty in Offsetting Position			Cash Collateral			Net Balance Fair Value
Assets
Short-term derivative positions (presented in Other current assets)
Forward power contracts	Cash Flow	$	5.6	$	(2.0	)	$	—		$	3.6
Forward power contracts	MTM	5.5		(3.4		)	—			2.1
Long-term derivative positions (presented in Other deferred assets)
Forward power contracts	Cash Flow	0.3		(0.3		)	—			—
Forward power contracts	MTM	3.5		(0.9		)	—			2.6
Total assets		$	14.9	$	(6.6	)	$	—		$	8.3
Liabilities
Short-term derivative positions (presented in Other current liabilities)
Forward power contracts	Cash Flow	$	2.1	$	(2.0	)	$	—		$	0.1
Forward power contracts	MTM	7.5		(3.4		)	(4.1		)	—
FTRs	MTM	0.6		—			—			0.6
Heating oil futures	MTM	0.4		—			(0.4		)	—
Natural gas	MTM	0.1		—			(0.1		)	—
Long-term derivative positions (presented in Other deferred liabilities)
Forward power contracts	Cash Flow	0.6		(0.3		)	(0.3		)	—
Forward power contracts	MTM	0.9		(0.9		)	—			—
Total liabilities		$	12.2	$	(6.6	)	$	(4.9	)	$	0.7

The aggregate fair value of DPL’s commodity derivative instruments that were in a MTM loss position at September 30, 2015 was $25.1 million. $5.6 million of collateral was posted directly with third parties and in a broker margin account which offsets our loss positions on the forward contracts. This liability position is further offset by the asset position of counterparties with master netting agreements of $18.6 million. Since our debt is below investment grade, we could have to post collateral for the remaining $0.9 million.

THE DAYTON POWER AND LIGHT COMPANY [Member]

Derivative Instruments and Hedging Activities Disclosures [Line Items]

Derivative Instruments and Hedging Activities

Note 9 – Derivative Instruments and Hedging Activities

In the normal course of business, DP&L enters into various financial arrangements, including derivative financial instruments. We use derivatives principally to manage the risk of changes in market prices for commodities. The derivatives that we use to economically hedge these risks are governed by our risk management policies for forward and futures contracts. Our net positions are continually assessed within our structured hedging programs to determine whether new or offsetting transactions are required. The objective of the hedging program is to mitigate financial risks while ensuring that we have adequate resources to meet our requirements. We monitor and value derivative positions monthly as part of our risk management processes. We use published sources for pricing, when possible, to mark positions to market. All of our derivative instruments are used for risk management purposes and are designated as normal purchase/normal sale, cash flow hedges or marked to market each reporting period.

At September 30, 2015, DP&L had the following outstanding derivative instruments:

Commodity	Accounting Treatment	Unit	Purchases (in thousands)	Sales (in thousands)		Net Purchases/ (Sales) (in thousands)
FTRs	Mark to Market	MWh	24.7	—		24.7
Forward power contracts	Cash Flow Hedge	MWh	1,361.2	(7,857.7	)	(6,496.5	)
Forward power contracts	Mark to Market	MWh	5,309.7	(1,916.5	)	3,393.2

At December 31, 2014, DP&L had the following outstanding derivative instruments:

Commodity	Accounting Treatment	Unit	Purchases (in thousands)	Sales (in thousands)		Net Purchases/ (Sales) (in thousands)
FTRs	Mark to Market	MWh	10.5	—		10.5
Heating oil futures	Mark to Market	Gallons	378.0	—		378.0
Natural Gas	Mark to Market	Dths	200.0	—		200.0
Forward power contracts	Cash Flow Hedge	MWh	175.0	(2,991.0	)	(2,816.0	)
Forward power contracts	Mark to Market	MWh	1,725.2	(2,804.0	)	(1,078.8	)

Cash Flow Hedges

As part of our risk management processes, we identify the relationships between hedging instruments and hedged items, as well as the risk management objective and strategy for undertaking various hedge transactions. The fair value of cash flow hedges is determined by observable market prices available as of the balance sheet dates and will continue to fluctuate with changes in market prices up to contract expiration. The effective portion of the hedging transaction is recognized in AOCI and transferred to earnings using specific identification of each contract when the forecasted hedged transaction takes place or when the forecasted hedged transaction is probable of not occurring. The ineffective portion of the cash flow hedge is recognized in earnings in the current period. All risk components were taken into account to determine the hedge effectiveness of the cash flow hedges.

We enter into forward power contracts to manage commodity price risk exposure related to our generation of electricity. We do not hedge all commodity price risk. We reclassify gains and losses on forward power contracts from AOCI into earnings in those periods in which the contracts settle.

The following table provides information for DP&L concerning gains or losses recognized in AOCI for the cash flow hedges for the three months ended September 30, 2015 and 2014:

	Three months ended						Three months ended
	September 30, 2015						September 30, 2014
				Interest						Interest
$ in millions (net of tax)	Power			Rate Hedge			Power			Rate Hedge
Beginning accumulated derivative gain in AOCI	$	1.1		$	2.2		$	(14.0	)	$	4.6
Net gains / (losses) associated with current period hedging transactions	7.8			—			1.4			—
Net gains / (losses) reclassified to earnings
Interest expense	—			(0.1		)	—			(0.2		)
Revenues	(2.5		)	—			3.2			—
Purchased power	0.6			—			0.2			—
Ending accumulated derivative gain / (loss) in AOCI	$	7.0		$	2.1		$	(9.2	)	$	4.4

The following table provides information for DP&L concerning gains or losses recognized in AOCI for the cash flow hedges for the nine months endedSeptember 30, 2015 and 2014:

	Nine months ended						Nine months ended
	September 30, 2015						September 30, 2014
				Interest						Interest
$ in millions (net of tax)	Power			Rate Hedge			Power			Rate Hedge
Beginning accumulated derivative gain in AOCI	$	0.2		$	2.6		$	1.0		$	5.2
Net gains / (losses) associated with current period hedging transactions	9.6			—			(26.3		)	—
Net gains / (losses) reclassified to earnings
Interest expense	—			(0.5		)	—			(0.8		)
Revenues	(4.5		)	—			16.6			—
Purchased power	1.7			—			(0.5		)	—
Ending accumulated derivative gain / (loss) in AOCI	$	7.0		$	2.1		$	(9.2	)	$	4.4
Portion expected to be reclassified to earnings in the next twelve months (a)	$	3.3		$	(0.8	)
Maximum length of time that we are hedging our exposure to variability in future cash flows related to forecasted transactions (in months)	39			0

(a) The actual amounts that we reclassify from AOCI to earnings related to power can differ from the estimate above due to market price changes.

Mark to Market Accounting

Certain derivative contracts are entered into on a regular basis as part of our risk management program but do not qualify for hedge accounting or the normal purchases and sales exceptions under FASC 815. Accordingly, such contracts are recorded at fair value with changes in the fair value charged or credited to the Condensed Statements of Operations in the period in which the change occurred. This is commonly referred to as “MTM accounting.” Contracts we enter into as part of our risk management program may be settled financially, by physical delivery, or net settled with the counterparty. FTRs, natural gas forwards, heating oil futures and certain forward power contracts are marked to market.

Certain qualifying derivative instruments have been designated as normal purchases or normal sales contracts, as provided under GAAP. Derivative contracts that have been designated as normal purchases or normal sales under GAAP are not subject to MTM accounting and are recognized in the Condensed Statements of Operations on an accrual basis.

Regulatory Assets and Liabilities

In accordance with regulatory accounting under GAAP, a cost or loss that is probable of recovery in future rates should be deferred as a regulatory asset and revenue or a gain that is probable of being returned to customers should be deferred as a regulatory liability. Portions of the derivative contracts that are marked to market each reporting period and are related to the retail portion of DP&L’s load requirements are included as part of the fuel and purchased power recovery rider approved by the PUCO which began January 1, 2010. Therefore, a portion of the heating oil futures are assigned to the retail jurisdiction and deferred as a regulatory asset or liability until the contracts settle. If these unrealized gains and losses are no longer deemed to be probable of recovery through our rates, they will be reclassified into earnings in the period such determination is made.

The following tables present the amount and classification within the Condensed Statements of Operations or Condensed Balance Sheets of the gains and losses on DP&L’s derivatives not designated as hedging instruments for the three and nine months ended September 30, 2015 and 2014:

For the three months ended September 30, 2015
$ in millions	Heating Oil			FTRs			Power			Total
Change in unrealized gain / (loss)	$	0.1		$	0.1		$	(3.3	)	$	(3.1	)
Realized loss	(0.2		)	(0.1		)	(4.3		)	(4.6		)
Total	$	(0.1	)	$	—		$	(7.6	)	$	(7.7	)
Recorded in Income Statement: gain / (loss)
Purchased power	$	—		$	—		$	(11.0	)	$	(11.0	)
Revenues	—			—			3.4			3.4
Fuel	(0.1		)	—			—			(0.1		)
Total	$	(0.1	)	$	—		$	(7.6	)	$	(7.7	)

For the three months ended September 30, 2014
$ in millions	Heating Oil			FTRs		Power			Total
Change in unrealized loss	$	(0.2	)	$	0.3	$	(2.7	)	$	(2.6	)
Realized gain / (loss)	—			0.1		(2.1		)	(2.0		)
Total	$	(0.2	)	$	0.4	$	(4.8	)	$	(4.6	)
Recorded on Balance Sheet:
Regulatory asset	$	(0.1	)	$	—	$	—		$	(0.1	)
Recorded in Income Statement: gain / (loss)
Revenues	—			—		(0.3		)	(0.3		)
Purchased power	—			0.4		(4.5		)	(4.1		)
Fuel	(0.1		)	—		—			(0.1		)
Total	$	(0.2	)	$	0.4	$	(4.8	)	$	(4.6	)

For the nine months ended September 30, 2015
$ in millions	Heating Oil			FTRs			Power			Natural Gas			Total
Change in unrealized gain / (loss)	$	0.4		$	0.2		$	(5.0	)	$	0.1		$	(4.3	)
Realized loss	(0.3		)	(0.1		)	(8.1		)	(0.1		)	(8.6		)
Total	$	0.1		$	0.1		$	(13.1	)	$	—		$	(12.9	)
Recorded on Balance Sheet:
Regulatory Asset	$	0.1		$	—		$	—		$	—		$	0.1
Recorded in Income Statement: gain / (loss)
Purchased power	—			0.1			(21.9		)	—			(21.8		)
Revenues	—			—			8.8			—			8.8
Total	$	0.1		$	0.1		$	(13.1	)	$	—		$	(12.9	)

For the nine months ended September 30, 2014
$ in millions	Heating Oil			FTRs			Power			Total
Change in unrealized loss	$	(0.3	)	$	(1.2	)	$	(5.7	)	$	(7.2	)
Realized gain / (loss)	0.1			0.7			(3.0		)	(2.2		)
Total	$	(0.2	)	$	(0.5	)	$	(8.7	)	$	(9.4	)
Recorded on Balance Sheet:
Regulatory asset	$	(0.1	)	$	—		$	—		$	(0.1	)
Recorded in Income Statement: gain / (loss)
Revenues	—			—			1.0			1.0
Purchased power	—			(0.5		)	(9.7		)	(10.2		)
Fuel	(0.1		)	—			—			(0.1		)
Total	$	(0.2	)	$	(0.5	)	$	(8.7	)	$	(9.4	)

DP&L has elected not to offset derivative assets and liabilities and not to offset net derivative positions against the right to reclaim cash collateral pledged (an asset) or the obligation to return cash collateral received (a liability) under derivative agreements.

The following tables summarize the derivative positions presented in the balance sheet where a right of offset exists under these arrangements and related cash collateral received or pledged. The following table presents the fair value and balance sheet classification of DP&L’s derivative instruments at September 30, 2015:

Fair Values of Derivative Instruments
at September 30, 2015
				Gross Amounts Not Offset in the Condensed Balance Sheets
$ in millions	Hedging Designation	Gross Fair Value as presented in the Condensed Balance Sheets		Financial Instruments with Same Counterparty in Offsetting Position			Cash Collateral			Net Balance Fair Value
Assets
Short-term derivative positions (presented in Other current assets)
Forward power contracts	Cash Flow	$	10.8	$	(6.0	)	$	—		$	4.8
Forward power contracts	MTM	5.4		(4.0		)	—			1.4
FTRs	MTM	0.4		(0.4		)	—			—
Long-term derivative positions (presented in Other deferred assets)
Forward power contracts	Cash Flow	8.2		(3.0		)	—			5.2
Forward power contracts	MTM	5.8		(5.2		)	—			0.6
Total assets		$	30.6	$	(18.6	)	$	—		$	12.0
Liabilities
Short-term derivative positions (presented in Other current liabilities)
Forward power contracts	Cash Flow	$	6.0	$	(6.0	)	$	—		$	—
Forward power contracts	MTM	9.0		(4.0		)	(4.6		)	0.4
FTRs	MTM	0.7		(0.4		)	—			0.3
Long-term derivative positions (presented in Other deferred liabilities)
Forward power contracts	Cash Flow	3.0		(3.0		)	—			—
Forward power contracts	MTM	6.5		(5.2		)	(1.0		)	0.3
Total liabilities		$	25.2	$	(18.6	)	$	(5.6	)	$	1.0

The following table presents the fair value and balance sheet classification of DPL’s derivative instruments at December 31, 2014:

Fair Values of Derivative Instruments
at December 31, 2014
				Gross Amounts Not Offset in the Condensed Balance Sheets
$ in millions	Hedging Designation	Gross Fair Value as presented in the Condensed Balance Sheets		Financial Instruments with Same Counterparty in Offsetting Position			Cash Collateral			Net Balance Fair Value
Assets
Short-term derivative positions (presented in Other current assets)
Forward power contracts	Cash Flow	$	5.6	$	(2.0	)	$	—		$	3.6
Forward power contracts	MTM	5.6		(3.4		)	—			2.2
Long-term derivative positions (presented in Other deferred assets)
Forward power contracts	Cash Flow	0.3		(0.3		)	—			—
Forward power contracts	MTM	3.6		(0.9		)	—			2.7
Total assets		$	15.1	$	(6.6	)	$	—		$	8.5
Liabilities
Short-term derivative positions (presented in Other current liabilities)
Forward power contracts	Cash Flow	$	2.1	$	(2.0	)	$	—		$	0.1
Forward power contracts	MTM	7.5		(3.4		)	(4.1		)	—
FTRs	MTM	0.6		—			—			0.6
Heating oil futures	MTM	0.4		—			(0.4		)	—
Natural gas futures	MTM	0.1		—			(0.1		)	—
Long-term derivative positions (presented in Other deferred liabilities)
Forward power contracts	Cash Flow	0.6		(0.3		)	(0.3		)	—
Forward power contracts	MTM	1.0		(0.9		)	—			0.1
Total liabilities		$	12.3	$	(6.6	)	$	(4.9	)	$	0.8

The aggregate fair value of DP&L’s commodity derivative instruments that were in a MTM loss position at September 30, 2015 was $25.2 million. $5.6 million of collateral was posted directly with third parties and in a broker margin account which offsets our loss positions on the forward contracts. This liability position is further offset by the asset position of counterparties with master netting agreements of $18.6 million. Since our debt is below investment grade, we could be required to post collateral for the remaining $1.0 million.

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Shareholder's Equity (Details) - $ / shares	9 Months Ended
	Sep. 30, 2015	Dec. 31, 2014
Class of Stock [Line Items]
Common stock, shares authorized	1,500	1,500
Common stock, shares outstanding	1	1
THE DAYTON POWER AND LIGHT COMPANY [Member]
Class of Stock [Line Items]
Common stock, shares authorized	250,000,000
Par value common shares (in USD per share)	$ 0.01	$ 0.01
Common stock, shares outstanding	41,172,173
PUCO merger equity ratio approval (at least)	50.00%

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Summary of Signficant Accounting Policies (Accounting for Taxes Collected from Customers and Remitted to Governmental Authorities) (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Significant Accounting Policies [Line Items]
Excise taxes collected	$ 13.0	$ 12.5	$ 38.5	$ 38.5
THE DAYTON POWER AND LIGHT COMPANY [Member]
Significant Accounting Policies [Line Items]
Excise taxes collected	$ 13.0	$ 12.5	$ 38.5	$ 38.5

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Fair Value Measurements (Fair Value of Assets and Liabilities Measured on Recurring Basis) (Details) - USD ($) $ in Millions	Sep. 30, 2015	Dec. 31, 2014
Level 1 [Member]
Total Master Trust Assets, Fair Value	$ 0.2	$ 0.1
Total Derivative Assets	0.0	0.0
Total Assets	0.2	0.1
Total Derivative Liabilities	0.0	0.5
Total Liabilities	0.0	0.5
Level 1 [Member] | Commodity Contract - FTR [Member]
Total Derivative Assets	0.0
Total Derivative Liabilities	0.0	0.0
Level 1 [Member] | Forward Contract Power [Member]
Total Derivative Assets	0.0	0.0
Total Derivative Liabilities	0.0	0.0
Level 1 [Member] | Commodity Contract - Heating Oil [Member]
Total Derivative Liabilities		0.4
Level 1 [Member] | Natural Gas [Member]
Total Derivative Liabilities		0.1
Level 1 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	0.2	0.1
Total Derivative Assets	0.0	0.0
Total Assets	0.2	0.1
Total Derivative Liabilities	0.0	0.5
Total Liabilities	0.0	0.5
Level 1 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Commodity Contract - FTR [Member]
Total Derivative Assets	0.0
Total Derivative Liabilities	0.0	0.0
Level 1 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Forward Contract Power [Member]
Total Derivative Assets	0.0	0.0
Total Derivative Liabilities	0.0	0.0
Level 1 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Commodity Contract - Heating Oil [Member]
Total Derivative Liabilities		0.4
Level 1 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Natural Gas [Member]
Total Derivative Liabilities		0.1
Level 2 [Member]
Total Master Trust Assets, Fair Value	8.8	9.6
Total Derivative Assets	30.0	13.7
Total Assets	38.8	23.3
Total Derivative Liabilities	22.2	11.1
Total Liabilities	2,037.8	2,197.7
Level 2 [Member] | Commodity Contract - FTR [Member]
Total Derivative Assets	0.0
Total Derivative Liabilities	0.0	0.0
Level 2 [Member] | Forward Contract Power [Member]
Total Derivative Assets	30.0	13.7
Total Derivative Liabilities	22.2	11.1
Level 2 [Member] | Commodity Contract - Heating Oil [Member]
Total Derivative Liabilities		0.0
Level 2 [Member] | Natural Gas [Member]
Total Derivative Liabilities		0.0
Level 2 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	8.8	9.6
Total Derivative Assets	30.2	13.9
Total Assets	39.0	23.5
Total Derivative Liabilities	22.3	11.2
Total Liabilities	768.5	875.5
Level 2 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Commodity Contract - FTR [Member]
Total Derivative Assets	0.0
Total Derivative Liabilities	0.0	0.0
Level 2 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Forward Contract Power [Member]
Total Derivative Assets	30.2	13.9
Total Derivative Liabilities	22.3	11.2
Level 2 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Commodity Contract - Heating Oil [Member]
Total Derivative Liabilities		0.0
Level 2 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Natural Gas [Member]
Total Derivative Liabilities		0.0
Level 3 [Member]
Total Derivative Assets	0.4	1.2
Total Assets	0.4	1.2
Total Derivative Liabilities	2.9	0.6
Total Liabilities	21.0	18.8
Level 3 [Member] | Commodity Contract - FTR [Member]
Total Derivative Assets	0.4
Total Derivative Liabilities	0.7	0.6
Level 3 [Member] | Forward Contract Power [Member]
Total Derivative Assets	0.0	1.2
Total Derivative Liabilities	2.2
Level 3 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Derivative Assets	0.4	1.2
Total Assets	0.4	1.2
Total Derivative Liabilities	2.9	0.6
Total Liabilities	21.0	18.8
Level 3 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Commodity Contract - FTR [Member]
Total Derivative Assets	0.4
Total Derivative Liabilities	0.7	0.6
Level 3 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Forward Contract Power [Member]
Total Derivative Assets	0.0	1.2
Total Derivative Liabilities	2.2
Fair Value [Member]
Total Master Trust Assets, Fair Value	9.0	9.7
Total Derivative Assets	30.4	14.9
Total Assets	39.4	24.6
Total Derivative Liabilities	25.1	12.2
Total Liabilities	2,058.8	2,217.0
Fair Value [Member] | Commodity Contract - FTR [Member]
Total Derivative Assets	0.4
Total Derivative Liabilities	0.7	0.6
Fair Value [Member] | Forward Contract Power [Member]
Total Derivative Assets	30.0	14.9
Total Derivative Liabilities	24.4	11.1
Fair Value [Member] | Commodity Contract - Heating Oil [Member]
Total Derivative Liabilities		0.4
Fair Value [Member] | Natural Gas [Member]
Total Derivative Liabilities		0.1
Fair Value [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	9.0	9.7
Total Derivative Assets	30.6	15.1
Total Assets	39.6	24.8
Total Derivative Liabilities	25.2	12.3
Total Liabilities	789.5	894.8
Fair Value [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Commodity Contract - FTR [Member]
Total Derivative Assets	0.4
Total Derivative Liabilities	0.7	0.6
Fair Value [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Forward Contract Power [Member]
Total Derivative Assets	30.2	15.1
Total Derivative Liabilities	24.5	11.2
Fair Value [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Commodity Contract - Heating Oil [Member]
Total Derivative Liabilities		0.4
Fair Value [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member] | Natural Gas [Member]
Total Derivative Liabilities		0.1
Money Market Funds [Member] | Level 1 [Member]
Total Master Trust Assets, Fair Value	0.2	0.1
Money Market Funds [Member] | Level 1 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	0.2	0.1
Money Market Funds [Member] | Level 2 [Member]
Total Master Trust Assets, Fair Value	0.0	0.0
Money Market Funds [Member] | Level 2 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	0.0	0.0
Money Market Funds [Member] | Fair Value [Member]
Total Master Trust Assets, Fair Value	0.2	0.1
Money Market Funds [Member] | Fair Value [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	0.2	0.1
Equity Securities [Member] | Level 1 [Member]
Total Master Trust Assets, Fair Value	0.0	0.0
Equity Securities [Member] | Level 1 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	0.0	0.0
Equity Securities [Member] | Level 2 [Member]
Total Master Trust Assets, Fair Value	3.4	3.7
Equity Securities [Member] | Level 2 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	3.4	3.7
Equity Securities [Member] | Fair Value [Member]
Total Master Trust Assets, Fair Value	3.4	3.7
Equity Securities [Member] | Fair Value [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	3.4	3.7
Debt Securities [Member] | Level 1 [Member]
Total Master Trust Assets, Fair Value	0.0	0.0
Debt Securities [Member] | Level 1 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	0.0	0.0
Debt Securities [Member] | Level 2 [Member]
Total Master Trust Assets, Fair Value	4.4	4.7
Debt Securities [Member] | Level 2 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	4.4	4.7
Debt Securities [Member] | Fair Value [Member]
Total Master Trust Assets, Fair Value	4.4	4.7
Debt Securities [Member] | Fair Value [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	4.4	4.7
Hedge Funds [Member] | Level 1 [Member]
Total Master Trust Assets, Fair Value	0.0	0.0
Hedge Funds [Member] | Level 1 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	0.0	0.0
Hedge Funds [Member] | Level 2 [Member]
Total Master Trust Assets, Fair Value	0.7	0.8
Hedge Funds [Member] | Level 2 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	0.7	0.8
Hedge Funds [Member] | Fair Value [Member]
Total Master Trust Assets, Fair Value	0.7	0.8
Hedge Funds [Member] | Fair Value [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	0.7	0.8
Real Estate Funds [Member] | Level 1 [Member]
Total Master Trust Assets, Fair Value	0.0	0.0
Real Estate Funds [Member] | Level 1 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	0.0	0.0
Real Estate Funds [Member] | Level 2 [Member]
Total Master Trust Assets, Fair Value	0.3	0.4
Real Estate Funds [Member] | Level 2 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	0.3	0.4
Real Estate Funds [Member] | Fair Value [Member]
Total Master Trust Assets, Fair Value	0.3	0.4
Real Estate Funds [Member] | Fair Value [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Total Master Trust Assets, Fair Value	0.3	0.4
Debt [Member] | Level 1 [Member]
Debt	0.0	0.0
Debt [Member] | Level 1 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt	0.0	0.0
Debt [Member] | Level 2 [Member]
Debt	2,015.6	2,186.6
Debt [Member] | Level 2 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt	746.2	864.3
Debt [Member] | Level 3 [Member]
Debt	18.1	18.2
Debt [Member] | Level 3 [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt	18.1	18.2
Debt [Member] | Fair Value [Member]
Debt	2,033.7	2,204.8
Debt [Member] | Fair Value [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Debt	$ 764.3	$ 882.5

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Shareholder's Equity

9 Months Ended

Sep. 30, 2015

THE DAYTON POWER AND LIGHT COMPANY [Member]

Class of Stock [Line Items]

Shareholder's Equity

Note 10 – Shareholder’s Equity

DP&L has 250,000,000 authorized $0.01 par value common shares, of which 41,172,173 are outstanding at September 30, 2015. All common shares are held by DP&L’s parent, DPL.

As part of the PUCO’s approval of the Merger, DP&L agreed to maintain a capital structure that includes an equity ratio of at least 50 percent and not to have a negative retained earnings balance.

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Debt Obligations (Tables)

9 Months Ended

Sep. 30, 2015

Debt Instrument [Line Items]

Long-term Debt

Long-term debt

	September 30,			December 31,
$ in millions	2015			2014
First mortgage bonds due in September 2016 - 1.875%	$	—		$	445.0
Pollution control series due in January 2028 - 4.7%	—			35.3
Pollution control series due in January 2034 - 4.8%	—			179.1
Pollution control series due in September 2036 - 4.8%	100.0			100.0
Pollution control series due in November 2040 - rates from: 0.02% - 0.12% and 0.04% - 0.15% (a)	—			100.0
Pollution control series due in August 2020 - 1.13% - 1.14%	200.0			—
U.S. Government note due in February 2061 - 4.2%	18.0			18.1
Unamortized debt discount / premiums, net	(3.5		)	(2.8		)
Total long-term debt at subsidiary	314.5			874.7
Bank term loan due in July 2020 - rates from: 2.44% - 2.45%	125.0			—
Bank term loan due in May 2018 - rates from: 2.41% - 2.44% and 2.42% - 2.45% (a)	—			140.0
Senior unsecured bonds due in October 2016 - 6.5%	130.0			130.0
Senior unsecured bonds due in October 2019 - 6.75%	200.0			200.0
Senior unsecured bonds due in October 2021 - 7.25%	780.0			780.0
Note to DPL Capital Trust II due in September 2031 - 8.125% (b)	15.6			15.6
Unamortized debt discount / premiums, net	(0.6		)	(0.7		)
Total non-current portion of long-term debt	$	1,564.5		$	2,139.6

Current Portion - Long-term Debt

Current portion of long-term debt

	September 30,			December 31,
$ in millions	2015			2014
Bank term loan due in May 2018 - rates from: 2.41% - 2.44% and 2.42% - 2.45% (a)	$	—		$	20.0
U.S. Government note due in February 2061 - 4.2%	0.1			0.1
First mortgage bonds due in September 2016 - 1.875%	445.0			—
Unamortized debt discount	(0.2		)	—
Total current portion of long-term debt	$	444.9		$	20.1

(a) Range of interest rates for the nine months endedSeptember 30, 2015 and the twelve months ended December 31, 2014, respectively.

(b) Note payable to related party. See Note 1: Related Party Transactions for additional information.

THE DAYTON POWER AND LIGHT COMPANY [Member]

Debt Instrument [Line Items]

Long-term Debt

Long-term debt

	September 30,		December 31,
$ in millions	2015		2014
First mortgage bonds due in September 2016 - 1.875%	$	—	$	445.0
Pollution control series due in January 2028 - 4.7%	—		35.3
Pollution control series due in January 2034 - 4.8%	—		179.1
Pollution control series due in September 2036 - 4.8%	100.0		100.0
Pollution control series due in August 2020 - 1.13% - 1.14%	200.0		—
Pollution control series due in November 2040 - rates from: 0.02% - 0.12% and 0.04% - 0.15% (a)	—		100.0
U.S. Government note due in February 2061 - 4.2%	18.0		18.1
Unamortized debt discount	—		(0.5		)
Total non-current portion of long-term debt	$	318.0	$	877.0

Current Portion - Long-term Debt

Current portion of long-term debt

	September 30,			December 31,
$ in millions	2015			2014
First mortgage bonds due in September 2016 - 1.875%	$	445.0		$	—
U.S. Government note due in February 2061 - 4.2%	0.1			0.1
Unamortized debt discount	(0.2		)	—
Total current portion of long-term debt	$	444.9		$	0.1

(a)Range of interest rates for the nine months ended September 30, 2015 and the twelve months ended December 31, 2014, respectively.

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Fair Value Measurements (Narrative) (Details) - USD ($) $ in Millions	9 Months Ended		12 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Long-term debt, earliest maturities	2016
Long-term debt, latest maturities	2061
Unrealized gains in AOCI, before tax	$ 0.5
Unrealized gains in AOCI, net of tax	0.4
Unrealized losses in AOCI, before tax	0.1
Unrealized losses in AOCI, net of tax	0.1
Unrealized gains and immaterial unrealized losses in AOCI, before tax			$ 0.8
Unrealized gains and immaterial unrealized losses in AOCI, after tax			0.5
Realized gains on investments sold to facilitate the distribution of benefits	1.0
Realized gains on investments sold to facilitate the distribution of benefits, after tax	$ 0.7
Percent of inputs to the fair value of derivative instruments from quoted market prices (percent)	97.00%
Gross additions to our existing landfill and asbestos AROs	$ 38.7	$ 1.2
Gross additions to our ash pond AROs	$ 40.6
THE DAYTON POWER AND LIGHT COMPANY [Member]
Long-term debt, earliest maturities	2016
Long-term debt, latest maturities	2061
Unrealized gains in AOCI, before tax	$ 0.7
Unrealized gains in AOCI, net of tax	0.5
Unrealized losses in AOCI, before tax	0.1
Unrealized losses in AOCI, net of tax	0.1
Unrealized gains and immaterial unrealized losses in AOCI, before tax			1.1
Unrealized gains and immaterial unrealized losses in AOCI, after tax			$ 0.7
Realized gains on investments sold to facilitate the distribution of benefits	1.0
Realized gains on investments sold to facilitate the distribution of benefits, after tax	$ 0.7
Percent of inputs to the fair value of derivative instruments from quoted market prices (percent)	97.00%
Gross additions to our existing landfill and asbestos AROs	$ 38.7	$ 1.2
Gross additions to our ash pond AROs	$ 40.6

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Ownership of Coal-fired Facilities (Narrative) (Details)	9 Months Ended
	Sep. 30, 2015 generating_facility
THE DAYTON POWER AND LIGHT COMPANY [Member]
Jointly Owned Utility Plant Interests [Line Items]
Number of generating facilities	5

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Condensed Consolidated Balance Sheets - USD ($) $ in Millions	Sep. 30, 2015	Dec. 31, 2014
Current assets:
Cash and cash equivalents	$ 43.0	$ 17.0
Restricted cash	13.6	16.8
Accounts receivable, net	152.7	200.9
Inventories	97.0	100.2
Taxes applicable to subsequent years	19.6	77.8
Regulatory assets, current	29.4	44.2
Other prepayments and current assets	44.6	41.8
Total current assets	399.9	498.7
Property, plant & equipment:
Property, plant & equipment	2,879.7	2,759.3
Less: Accumulated depreciation and amortization	(404.3)	(318.4)
Property, plant and equipment, net of depreciation	2,475.4	2,440.9
Construction work in process	71.4	76.7
Total net property, plant & equipment	2,546.8	2,517.6
Other non-current assets:
Regulatory assets, non-current	152.4	167.5
Goodwill	317.0	317.0
Intangible assets, net of amortization	30.4	37.4
Other deferred assets	42.9	39.6
Total other non-current assets	542.7	561.5
Total assets	3,489.4	3,577.8
Current liabilities:
Current portion of long-term debt	444.9	20.1
Short-term debt	10.0	0.0
Accounts payable	85.7	109.2
Accrued taxes	140.8	102.6
Accrued interest	31.1	27.2
Security deposits	33.8	14.4
Regulatory liabilities, current	20.5	4.4
Insurance and claims costs	5.6	6.4
Other current liabilities	48.4	48.7
Total current liabilities	820.8	333.0
Non-current liabilities:
Long-term debt	1,564.5	2,139.6
Deferred taxes	556.0	587.3
Taxes payable	3.4	80.9
Regulatory liabilities, non-current	125.6	124.1
Pension, retiree and other benefits	91.2	95.9
Unamortized investment tax credit	1.9	2.2
Other deferred credits	94.2	48.2
Total non-current liabilities	2,436.8	3,078.2
Redeemable preferred stock of subsidiary	$ 18.4	$ 18.4
Commitments and contingencies
Common shareholder's equity:
Common stock	$ 0.0	$ 0.0
Other paid-in capital	2,237.7	2,237.4
Accumulated other comprehensive income	13.4	7.5
Retained earnings/ (deficit)	(2,037.7)	(2,096.7)
Total common shareholder's equity	213.4	148.2
Total liabilities and shareholder's equity	3,489.4	3,577.8
THE DAYTON POWER AND LIGHT COMPANY [Member]
Current assets:
Cash and cash equivalents	10.7	5.4
Restricted cash	13.5	16.7
Accounts receivable, net	117.1	152.7
Inventories	95.9	99.0
Taxes applicable to subsequent years	19.0	75.4
Regulatory assets, current	29.4	44.2
Other prepayments and current assets	40.4	41.1
Total current assets	326.0	434.5
Property, plant & equipment:
Property, plant & equipment	5,214.0	5,120.7
Less: Accumulated depreciation and amortization	(2,557.4)	(2,495.7)
Property, plant and equipment, net of depreciation	2,656.6	2,625.0
Construction work in process	69.8	75.4
Total net property, plant & equipment	2,726.4	2,700.4
Other non-current assets:
Regulatory assets, non-current	152.4	167.5
Intangible assets, net of amortization	4.9	7.8
Other deferred assets	30.2	28.5
Total other non-current assets	187.5	203.8
Total assets	3,239.9	3,338.7
Current liabilities:
Current portion of long-term debt	444.9	0.1
Short-term debt	10.0	0.0
Accounts payable	77.6	104.8
Accrued taxes	128.9	82.6
Accrued interest	1.2	9.8
Security deposits	36.2	34.5
Regulatory liabilities, current	20.5	4.4
Other current liabilities	46.0	44.8
Total current liabilities	765.3	281.0
Non-current liabilities:
Long-term debt	318.0	877.0
Deferred taxes	626.0	650.0
Taxes payable	3.0	78.4
Regulatory liabilities, non-current	125.6	124.1
Pension, retiree and other benefits	91.2	95.9
Unamortized investment tax credit	20.6	22.4
Other deferred credits	90.0	43.6
Total non-current liabilities	1,274.4	1,891.4
Redeemable preferred stock of subsidiary	$ 22.9	$ 22.9
Commitments and contingencies
Common shareholder's equity:
Common stock	$ 0.4	$ 0.4
Other paid-in capital	803.6	803.5
Accumulated other comprehensive income	(33.7)	(42.3)
Retained earnings/ (deficit)	407.0	381.8
Total common shareholder's equity	1,177.3	1,143.4
Total liabilities and shareholder's equity	$ 3,239.9	$ 3,338.7

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Regulatory Assets and Liabilities

9 Months Ended

Sep. 30, 2015

Regulatory Assets [Line Items]

Regulatory Assets and Liabilities

Note 3 – Regulatory assets and liabilities

DP&L has certain rate riders that provide for recovering, on a timely basis, costs incurred for specific programs for which costs may fluctuate. These riders generally allow DP&L to estimate future costs and customer kWh consumption and set rider rates designed to recover those estimated costs as they are incurred. Differences between revenues collected and the actual program costs are tracked and reconciled by increasing or reducing future rates accordingly. DP&L’s current regulatory assets and current regulatory liabilities reflect the reconciliation of such differences, with the exception of deferred storm costs. The deferred storm regulatory asset reflects costs incurred to repair major storm damage in previous years, for which DP&L was granted cost recovery during 2015. The changes in DP&L’s current regulatory asset and liability balances from December 31, 2014 to September 30, 2015 primarily represent the recovery of$16.7 million of deferred storm costs, and the reconciliation of other rider costs.

THE DAYTON POWER AND LIGHT COMPANY [Member]

Regulatory Assets [Line Items]

Regulatory Assets and Liabilities

Note 3 – Regulatory assets and liabilities

DP&L has certain rate riders that provide for recovering, on a timely basis, costs incurred for specific programs for which costs may fluctuate. These riders generally allow DP&L to estimate future costs and customer kWh consumption and set rider rates designed to recover those estimated costs as they are incurred. Differences between revenues collected and the actual program costs are tracked and reconciled by increasing or reducing future rates accordingly. DP&L’s current regulatory assets and current regulatory liabilities reflect the reconciliation of such differences, with the exception of deferred storm costs. The deferred storm regulatory asset reflects costs incurred to repair major storm damage in previous years, for which DP&L was granted cost recovery during 2015. The changes in DP&L’s current regulatory asset and liability balances from December 31, 2014 to September 30, 2015 primarily represent the recovery of $16.7 million of deferred storm costs, and the reconciliation of other rider costs.

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Contractual Obligations, Commercial Commitments and Contingencies (Narative) (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2015	Dec. 31, 2014
Public Utility, Property, Plant and Equipment [Line Items]
Third party guarantees	$ 19.3
Due to third parties, current	$ 1.1
THE DAYTON POWER AND LIGHT COMPANY [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Debt maturity, earliest	2018
Debt maturity, latest	2040
Environmental reserves	$ 0.7	$ 0.8
DPLER [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Third party guarantees	2.0
DPLE [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Third party guarantees	$ 17.3
Debt Obligation on 4.9% Equity Ownership [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Equity ownership interest	4.90%
Equity ownership interest aggregate cost	$ 73.9
Electric Generation Company [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Debt obligation	$ 1,507.9

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Income Taxes (Tables)

9 Months Ended

Sep. 30, 2015

Entity Information [Line Items]

Schedule of Effective Income Tax Rates

The following table details the effective tax rates for the three and nine months ended September 30, 2015 and 2014.

	Three months ended		Nine months ended
	September 30,		September 30,
	2015	2014	2015	2014
DPL	3.4%	(71.5)%	18.6%	(34.2)%

THE DAYTON POWER AND LIGHT COMPANY [Member]

Entity Information [Line Items]

Schedule of Effective Income Tax Rates

The following table details the effective tax rates for the three and nine months ended September 30, 2015 and 2014.

	Three months ended September 30,		Nine months ended September 30,
	2015	2014	2015	2014
DP&L	4.9%	19.8%	24.8%	23.2%

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Supplemental Financial Information (Reclassification out of ACOI) (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Other income	$ (31.4)	$ (33.1)	$ (93.5)	$ (96.4)
Tax expense	(0.3)	41.0	(13.5)	(29.7)
Net income / (loss)	8.6	98.4	59.0	(116.8)
Interest expense	(28.9)	(33.1)	(90.3)	(95.8)
Revenue	414.1	479.2	1,281.5	1,329.6
Purchased power	(145.4)	(153.7)	(460.2)	(466.2)
THE DAYTON POWER AND LIGHT COMPANY [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Other income	(12.2)	(9.2)	(30.0)	(27.0)
Tax expense	(0.8)	(13.1)	(25.0)	(23.1)
Net income / (loss)	15.5	53.2	75.9	76.5
Interest expense	(6.9)	(9.4)	(24.6)	(25.5)
Revenue	389.2	454.9	1,202.6	1,252.5
Purchased power	(142.5)	(152.4)	(452.3)	(457.3)
Reclassification out of Accumulated Other Comprehensive Income [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Net income / (loss)	(1.9)	3.6	(3.5)	14.6
Reclassification out of Accumulated Other Comprehensive Income [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Net income / (loss)	(1.2)	4.1	(0.7)	17.8
Gains / (losses) on available-for-sale securities [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Other income	0.0	0.3	0.0	0.6
Tax expense	0.0	(0.1)	0.0	(0.2)
Net income / (loss)	0.0	0.2	0.0	0.4
Gains / (losses) on available-for-sale securities [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Other income	0.0	0.3	0.0	0.6
Tax expense	0.0	(0.1)	0.0	(0.2)
Net income / (loss)	0.0	0.2	0.0	0.4
Gains / (losses) on cash flow hedges [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Tax expense	1.1	(1.5)	1.6	(7.4)
Net income / (loss)	(2.0)	3.4	(3.4)	14.2
Interest expense	(0.2)	(0.3)	(0.7)	(1.0)
Revenue	(3.8)	4.9	(7.0)	23.4
Purchased power	0.9	0.3	2.7	(0.8)
Total before income taxes	(3.1)	4.9	(5.0)	21.6
Gains / (losses) on cash flow hedges [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Tax expense	1.2	(1.9)	1.9	(6.7)
Net income / (loss)	(2.0)	3.2	(3.3)	15.3
Interest expense	(0.3)	(0.2)	(0.9)	(0.8)
Revenue	(3.8)	4.9	(7.0)	23.4
Purchased power	0.9	0.4	2.7	(0.6)
Total before income taxes	(3.2)	5.1	(5.2)	22.0
Amortization of defined benefit pension items [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Other income	0.1	0.0	0.3	0.0
Tax expense	0.0	0.0	(0.4)	0.0
Net income / (loss)	0.1	0.0	(0.1)	0.0
Amortization of defined benefit pension items [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | THE DAYTON POWER AND LIGHT COMPANY [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Other income	1.4	1.0	4.2	3.1
Tax expense	(0.6)	(0.3)	(1.6)	(1.0)
Net income / (loss)	$ 0.8	$ 0.7	$ 2.6	$ 2.1

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Fixed Asset Impairment

9 Months Ended

Sep. 30, 2015

Asset Impairment Charges [Abstract]

Fixed-asset Impairment

Note 13 – Fixed-asset Impairment

During the first quarter of 2014, DP&L tested the recoverability of long-lived assets at East Bend, a 186 MW coal-fired plant in Kentucky jointly-owned by DP&L. Indications during that quarter that the fair value of the asset group was less than its carrying amount were determined to be impairment indicators given how narrowly these long-lived assets had passed the recoverability test during the fourth quarter of 2013. DP&L performed a long-lived asset impairment test and determined that the carrying amount of the asset group was not recoverable. The East Bend asset group was determined to have a fair value of $2.7 million using the market approach. As a result, we recognized an asset impairment expense of $11.5 million. In May 2014, an agreement was signed for the sale of DP&L’s interest in the generating assets at East Bend. The sale price approximated the carrying value. This transaction closed on December 30, 2014.