2001 1st qtr U-9C-3

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Pg7kEDKnWhyqx7ea06dCrGlpF9JOHrCQXAQhyHMfvr6nkG4qABJSnpuFRh3kLYHr 9vSJcMIWjW7HMJGIrHmNpw== 0000899652-01-500030.txt : 20010627 0000899652-01-500030.hdr.sgml : 20010627 ACCESSION NUMBER: 0000899652-01-500030 CONFORMED SUBMISSION TYPE: U-9C-3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010331 FILED AS OF DATE: 20010524 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CINERGY CORP CENTRAL INDEX KEY: 0000899652 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 311385023 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: U-9C-3 SEC ACT: SEC FILE NUMBER: 074-00007 FILM NUMBER: 1647527 BUSINESS ADDRESS: STREET 1: 139 E FOURTH ST CITY: CINCINNATI STATE: OH ZIP: 45202 BUSINESS PHONE: 5132872644 MAIL ADDRESS: STREET 1: 139 E FOURTH STREET STREET 2: P.O BOX 960 CITY: CINCINATI STATE: OH ZIP: 45202 U-9C-3 1 u9c3_1qtr2001.htm 2001 1ST QTR U-9C-3 2001 1st qtr U-9C-3

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM U-9C-3

QUARTERLY REPORT PURSUANT TO RULE 58
March 31, 2001

CINERGY CORP.
139 EAST FOURTH STREET
CINCINNATI, OHIO 45202

*Inquiries concerning this Form U-9C-3 should be directed to: Bernard F. Roberts
Cinergy Corp.
139 East Fourth Street
Cincinnati, Ohio 45202
(513) 287-2090

TABLE OF CONTENTS

Item Page
Number Number

1 Organization Chart . . . . . . . . . . . . . . . . . . . . . 1
2 Issuances and Renewals of Securities and Capital
Contributions. . . . . . . . . . . . . . . . . . . . . . . 9
3 Associate Transactions
Part I - Transactions Performed by Reporting Companies on
Behalf of Associate Utility Companies. . . . . . . . . . 11
Part II - Transactions Performed by Associate Utility
Companies on Behalf of Reporting Companies . . . . . . . 12
4 Summary of Aggregate Investment. . . . . . . . . . . . . . . 13
5 Other Investments. . . . . . . . . . . . . . . . . . . . . . 14
6a Financial Statements . . . . . . . . . . . . . . . . . . . . 15
6b Exhibits . . . . . . . . . . . . . . . . . . . . . . . . . . 15

Signatures . . . . . . . . . . . . . . . . . . . . . . . . . 16

ITEM 1. ORGANIZATION CHART

Percentage of
Energy or Date of State of Voting Nature of
Name of Reporting Company Gas-Related Company Organization Organization Securities Held Business

(Indentation indicates subsidiary relationship)

Cinergy Corp. ("Cinergy")

Investing in Utility-Related
Nth Power Technologies Fund II, L.P.(1) Energy-Related 02/25/2000 California ** Technologies

The Cincinnati Gas & Electric Company

Ownership and Operation of Gas
KO Transmission Company (2) Energy-Related 04/11/1994 Kentucky 100% Transportation Property

Cinergy Investments, Inc. ("Investments")

Utility Materials
Cinergy Supply Network, Inc. ("Supply")(3) Energy-Related 01/14/1998 Delaware 100% Brokering Services

Utility Facilities Location and
Reliant Services, LLC ("Reliant")(4) Energy-Related 06/25/1998 Indiana 50% Construction Services

Acquisition company for Miller
MPI Acquisitions (5) (New) Energy-Related 10/17/2000 Indiana 50% Pipeline Corporation

Miller Pipeline Corporation (6) (New) Energy-Related 07/19/1995 Indiana 50% Utility Construction Services

Cinergy Capital & Trading, Inc.

Operation & Maintenance Services
CinCap MVC OpCo, LLC (7) Energy-Related 09/28/1999 Delaware 100%

Marketing and Trading
CinCap IV, LLC ("CinCap IV")(8) Energy-Related 12/03/1997 Delaware 10% Energy Commodities

Marketing and Trading
CinCap V, LLC ("CinCap V") (9) Energy-Related 07/21/1998 Delaware 10% Energy Commodities

Cinergy Marketing & Trading, LLC Marketing and Trading
("Marketing & Trading") (10) Energy-Related 10/27/1995 Delaware 100% Energy Commodities

ENCOAL OPCO, LLC (11) (New) Energy-Related 02/13/2001 Delaware 100% Operation & Maintenance Services

Marketing and Trading
CinPower I, LLC ("CinPower") (12) Energy-Related 06/12/1998 Delaware 10% Energy Commodities

SynCap I, LLC (13) (New) Energy-Related 08/25/2000 Delaware 100% Energy Services

SYNCAP II, LLC (14) (New) Energy-Related 10/13/2000 Delaware 100% Energy Services

Marketing and Trading
Cinergy Transportation, LLC (15) Energy-Related 06/14/2000 Delaware 100% Energy Commodities

Engineering and Other
Cinergy Engineering, Inc. ("Engineering") (16) Energy-Related 03/28/1997 Ohio 100% Technical Services

Commercialization of
Cinergy Technology, Inc. (17) Energy-Related 12/12/1991 Indiana 100% Utility-related Technologies

Cinergy Solutions Holdings Company, Inc.
("Solutions")

Utility-related Engineering and
Cinergy EPCOM, LLC (18) Energy-Related 08/20/1999 Delaware 100% Other Services

Utility-related Engineering and
Cinergy EPCOM College Park, LLC (19) Energy-Related 08/20/1999 Delaware 100% Other Services

Project Development--Qualifying
Cinergy Solutions, Inc. (20) Energy-Related 06/02/2000 Delaware 100% Facilities(QFs) and Energy Services

BSPE Holdings, LLC (21) (New) Energy-Related 01/10/2001 Delaware 50% QFs and Energy Services

BSPE Limited, LLC (22) (New) Energy-Related 01/10/2001 Delaware 50% QFs

BSPE, L.P. (23) (New) Energy-Related 01/16/2001 Delaware 50% QFs

BSPE General, LLC (24) (New) Energy-Related 01/11/2001 Texas 50% QFs

Cinergy Energy Solutions, Inc. (25) (New) Energy-Related 11/09/2000 Delaware 100% Energy Services

Zahren Alternative Power
Corporation (26) (New) Energy-Related 12/28/93 Delaware 46% QFs

Cinergy GASCO Solutions, LLC (27) (New) Energy-Related 11/09/2000 Delaware 100% QFs

Utility-related Engineering and
Cinergy Solutions of Boca Raton, LLC (28) Energy-Related 08/23/2000 Delaware 100% Other Services

Cinergy Solutions Partners, LLC (29) Energy-Related 09/12/2000 Delaware 50% Project Development-- QFs

CSGP of Southeast Texas, LLC (30) (New) Energy-Related 02/22/2001 Delaware 100% Energy Services

Green Power Holdings, LLC (31) (New) Energy-Related 12/12/2000 Delaware 50% QFs

Green Power G.P., LLC (32) (New) Energy-Related 12/15/2000 Texas 50% QFs

South Houston Green Power, L.P. (33) (New) Energy-Related 12/19/2000 Delaware 50% QFs

Green Power Limited, LLC (34) (New) Energy-Related 12/12/2000 Delaware 50% QFs

Lansing Grand River Utilities, LLC (35) Energy-Related 09/14/2000 Delaware 100% Energy Services

Oklahoma Arcadian Utilities, LLC (36)(New) Energy-Related 12/05/2000 Delaware 40.8% QFs

Shreveport Red River Utilities, LLC (37)(New) Energy-Related 10/16/2000 Delaware 40.8% QFs

Cinergy Solutions of Tuscola, Inc. (38) Energy-Related 10/13/1998 Delaware 100% Energy Services

Leasing of Energy-Related Assets
Energy Equipment Leasing LLC* (39) Energy-Related 11/12/1998 Delaware 49%

Trigen-Cinergy Solutions LLC Preliminary Development of
("Trigen-Cinergy")(40) Energy-Related 02/18/1997 Delaware 50% QFs

Trigen-Cinergy Solutions of Ashtabula LLC (41) Energy-Related 04/21/1999 Delaware 49% QFs

Trigen-Cinergy Solutions of Baltimore LLC (42) Energy-Related 11/10/1998 Delaware 49% QFs

Trigen-Cinergy Solutions of Boca Raton, LLC (43) Energy-Related 09/04/1998 Delaware 51% Thermal Energy

Trigen-Cinergy Solutions of Cincinnati LLC (44) Energy-Related 08/29/1997 Ohio 51% Chilled Water

Trigen-Cinergy Solutions of College Park, LLC (45) Energy-Related 02/18/1999 Delaware 49% Energy Services

Trigen-Cinergy Solutions of Lansing LLC (46) Energy-Related 11/03/1999 Delaware 51% Energy Services

Trigen-Cinergy Solutions-USFOS of Lansing Energy-Related 11/03/1999 Delaware 40.8% Energy Services
LLC (47)

Trigen-Cinergy Solutions of Orlando LLC (48) Energy-Related 06/12/1998 Delaware 51% Chilled Water

Trigen-Cinergy Solutions of Owings Mills LLC (49) Energy-Related 09/20/1999 Delaware 49% QFs

Trigen-Cinergy Solutions of Owings Mills Leasing of Energy-Related Assets
Energy Equipment Leasing, LLC (50) Energy-Related 10/20/1999 Delaware 49%

Trigen-Cinergy Solutions of Rochester LLC (51) Energy-Related 10/20/1999 Delaware 49% Energy Services

Trigen-Cinergy Solutions of Silver Grove LLC (52) Energy-Related 03/18/1999 Delaware 49% QFs

Trigen-Cinergy Solutions of St. Paul LLC (53) Energy-Related 08/13/1998 Delaware 49% QFs

St. Paul Cogeneration LLC (54) (New) Energy-Related 12/18/1998 Minnesota 24.5% QFs

Trigen-Cinergy Solutions of Tuscola, LLC (55) Energy-Related 08/21/1998 Delaware 49% QFs

Cinergy Global Resources, Inc.

Cinergy Global Power, Inc.
Holds 50% Ownership Interest in San
Cinergy Global San Gorgonio, Inc. Gorgonio Westwinds II, LLC
("San Gorgonio") (56) Energy-Related 10/13/1998 Delaware 100%

San Gorgonio Westwinds II, LLC
("Westwinds") (57) Energy-Related 10/13/1998 California 50% QFs

Cinergy Technologies, Inc.
Investing in Utility-Related
Cinergy Ventures II, LLC (58) Energy-Related 09/01/2000 Delaware 100% Technologies

Cinergy One, Inc. (59) Energy-Related 09/05/2000 Delaware 100% Energy Services

Cinergy Wholesale Energy, Inc.

Cinergy Power Generation Services, LLC (60) (New) Energy-Related 11/22/2000 Delaware 100% Operation and Management Services

* Inactive
** Cinergy holds a 9.9% limited partnership interest in Nth Power Technologies Fund II, L.P.

(1) Nth Power Technologies Fund II, L.P. invests in companies developing and commercializing utility-related technologies.

(2) KO Transmission Company is engaged in the transportation of natural gas in interstate commerce between Kentucky and Ohio.

(3) Supply brokers transmission, distribution and other utility-related materials and services.

(4) Reliant performs underground facilities location and construction services.

(5) MPI Acquisitions was formed for the purpose of acquiring Miller Pipeline Corporation.

(6) Miller Pipeline Corporation performs services involving natural gas and water distribution and transmission construction,
repair and rehabilitation.

(7) CinCap MVC OpCo, LLC was formed for the purpose of providing operation and maintenance services to certain "eligible facilities"
owned by exempt wholesale generators in which Cinergy indirectly holds a 50% ownership interest.

(8) CinCap IV purchases and sells electricity at wholesale.

(9) CinCap V purchases and sells electricity at wholesale.

(10) Marketing & Trading (formerly Producers Energy Marketing, LLC) is engaged in the marketing of natural gas at wholesale.

(11) ENCOAL OPCO, LLC was formed to provide the operation and maintenance staffing, support and management administration for SynCap
I.

(12) CinPower was formed to optimize economic benefits in connection with a restructured wholesale power purchase agreement.

(13) SynCap I, LLC was formed to purchase a plant that will yield an enhanced coal product.

(14) SYNCAP II, LLC was formed to test new technology of turning high sulfur coal to low sulfur coal.

(15) Cinergy Transportation, LLC is engaged in the marketing of natural gas at wholesale.

(16) Engineering is in the business of marketing various utility-related engineering services.

(17) Cinergy Technology, Inc. is devoted to commercializing utility-related technologies.

(18) Cinergy EPCOM, LLC was formed to market various utility-related engineering, procurement, construction, operation and
maintenance functions.

(19) Cinergy EPCOM College Park, LLC was formed to perform various utility-related engineering, procurement, construction, operation
and maintenance functions at the University of Maryland.

(20) Cinergy Solutions, Inc. was formed to conduct certain project-related preliminary developmental activities, principally related
to QF projects, and other energy-related businesses, formerly conducted by Cinergy Solutions Holdings Company, Inc.

(21) BSPE Holdings, LLC was formed as an indirect holding company for a QF.

(22) BSPE Limited, LLC was formed to act as the sole limited partner of BSPE, L.P.

(23) BSPE, L.P. was formed to purchase, own and lease certain existing equipment and fixtures in connection with the two QFs located
in Texas constructed and operated by South Houston Green Power.

(24) BSPE General, LLC was formed to act as the sole general partner of BSPE, L.P.

(25) Cinergy Energy Solutions, Inc was formed for the purpose of making an equity investment in a company which holds landfill gas
projects.

(26) Zahren Alternative Power Corporation currently owns and operates 24 landfill gas-to-energy (LFG) projects and one natural gas
congeneration plant.

(27) Cinergy GASCO Solutions, LLC was formed for the purpose of acquiring four landfill gas companies

(28) Cinergy Solutions of Boca Raton, LLC was formed to construct, operate and maintain energy facilities at a commercial facility
in Boca Raton, Florida.

(29) Cinergy Solutions Partners, LLC was formed to engage in development of qualifying facilities.

(30) CSGP of Southeast Texas, LLC was formed to operate and manage a qualifying facility(QF) for South Houston Green Power.

(31) Green Power Holdings, LLC was formed to invest in QFs.

(32) Green Power G.P., LLC was formed to be the sole general partner of Green Power Limited, LLC.

(33) South Houston Green Power, L.P. was formed to operate and maintain existing facilities and construct, own and operate new
cogeneration facilities certain BP facilities.

(34) Green Power Limited, LLC was formed to act as the sole limited partner of South Houston Green Power, L.P.

(35) Lansing Grand River Utilities, LLC was formed to provide energy-related services to Trigen Cinergy Solutions - USFOS of Lansing
LLC

(36) Oklahoma Arcadian Utilities, LLC was formed to construct, own, operate, and maintain a QF located at G M C's vehicle assembly
plant in Oklahoma City.

(37) Shreveport Red River Utilities, LLC was formed to construct, own, operate and maintain a QF located at G M C's vehicle assembly
plant in Shreveport.

(38) Cinergy Solutions of Tuscola, Inc. oversees the operations and staffing of a QF Tuscola, Illinois.

(39) Energy Equipment Leasing LLC was formed to lease, sell, or finance energy- related equipment.

(40) Trigen-Cinergy engages in the preliminary development of QFs and/or thermal energy facilities; specific projects are developed
and held by special purpose affiliates (listed elsewhere in Item 1.

(41) Trigen-Cinergy Solutions of Ashtabula, LLC was formed to develop, construct, operate, and maintain a QF located in Ashtabula,
Ohio, and to provide other energy-related products and services.

(42) Trigen-Cinergy Solutions of Baltimore LLC was formed to develop, construct, operate, and maintain a QF located in Baltimore,
Maryland, and to provide other energy-related products and services.

(43) Trigen-Cinergy Solutions of Boca Raton, LLC was formed to develop, construct, finance, operate, and maintain certain thermal
energy facilities to be located in Boca Raton, Florida and to sell associated thermal and other energy-related products and
services.

(44) Trigen-Cinergy Solutions of Cincinnati LLC owns and operates a district cooling business in downtown Cincinnati, Ohio.

(45) Trigen-Cinergy Solutions of College Park, LLC was formed to operate and maintain cogeneration equipment located in College Park,
Maryland and owned by the University of Maryland.

(46) Trigen-Cinergy Solutions of Lansing LLC was formed to enter a LLC Agreement with US Filter Operating Services, Inc. providing
for the formation and management of Trigen-Cinergy Solutions-USFOS of Lansing LLC.

(47) Trigen-Cinergy Solutions-USFOS of Lansing LLC was formed to develop, construct, and operate certain energy facilities to be
located at GMC in Lansing, Michigan.

(48) Trigen-Cinergy Solutions of Orlando LLC was formed to develop, construct, operate, and maintain a district cooling business in
the city of Orlando, Florida.

(49) Trigen-Cinergy Solutions of Owings Mills LLC was formed to develop, construct, operate, and maintain a QF to be located at the
Sweetheart Cup Corporation in Owings Mills, Maryland.

(50) Trigen-Cinergy Solutions of Owings Mills Energy Equipment Leasing, LLC was formed to lease, sell, or finance energy-related
equipment.

(51) Trigen-Cinergy Solutions of Rochester LLC was formed to provide energy-related services to Kodak Park in Rochester, New York.

(52) Trigen-Cinergy Solutions of Silver Grove LLC was formed to provide energy and other services to the Lafarge Gypsum manufacturing
plant in Silver Grove, Kentucky. These services will include the design, installation, and operation of a combined heat and
power system.

(53) Trigen-Cinergy Solutions of St. Paul LLC was formed to develop, construct, finance, own, operate, and maintain a QF to be
located in St. Paul, Minnesota and to sell associated electricity and thermal energy products and services.

(54) St. Paul Cogeneration LLC was formed to develop, construct, operate and maintain a district heating project in downtown St.
Paul, MN.

(55) Trigen-Cinergy Solutions of Tuscola, LLC was formed to develop, construct, operate, and maintain a QF to be located in Tuscola,
Illinois and to provide thermal energy products and services.

(56) San Gorgonio holds a 50% interest in Westwinds.

(57) Westwinds owns a qualifying small power production windfarm facility in California.

(58) Cinergy Ventures II, LLC was formed for the purpose of pursuing energy- related technology equity investments and
running energy-related technology pilots.

(59) Cinergy One, Inc. was formed the purpose of engaging in non-regulated, energy-related activities.

(60) Cinergy Power Generation Services, LLC was formed to provide operations and management services to affiliated and
non-affiliated generating facilities.

ITEM 2. ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS*

Associate Company Energy-Related Type of Net Change in
Advancing Funds Company Receiving Funds Transaction Borrowings/Contributions
(in thousands)
Investments Supply Open account advance 36

Investments Engineering Open account advance 263

Investments Cinergy Technology, Inc. Open account advance 135

Capital & Trading CinCap IV Open account repayment (44)

Capital & Trading CinCap V Open account repayment (7)

Capital & Trading Marketing & Trading Open account repayment (36,515)

Capital & Trading MVC OpCo, LLC. Open account advance 241

Capital & Trading Cinergy Transportation, LLC. Open account advance 87

Solutions Cinergy EPCOM, LLC Open account advance 1,383

Solutions Cinergy EPCOM College Park, LLC Open account advance 663

Cinergy Solutions, Inc. Oaklahoma Arcadian Utilities, LLC Open account advance 1,024

Cinergy Solutions, Inc. Shreveport Red River Utilities, LLC Open account advance 1,405

Solutions Cinergy Solutions of Tuscola, Inc. Open account advance 2,968

Solutions Trigen-Cinergy Open account repayment (282)

Trigen-Cinergy Solutions of Ashtabula, LLC
Solutions Open account advance 8,106

Trigen-Cinergy Solutions of
Solutions Baltimore LLC Open account repayment (6,597)

Trigen-Cinergy Solutions of Boca Raton LLC
Solutions Open account repayment (148)

ITEM 2. ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS* (Continued)

Associate Company Energy-Related Type of Net Change in
Advancing Funds Company Receiving Funds Transaction Borrowings/Contributions

Trigen-Cinergy Solutions of Cincinnati LLC
Solutions Open account advance 138

Trigen-Cinergy Solutions of College Park, LLC
Solutions Open account advance 267

Trigen-Cinergy Solutions of Lansing LLC
Solutions Open account advance 1,915

Trigen-Cinergy Solutions of Owings Mills LLC
Solutions Open account advance 890

Trigen-Cinergy Solutions of Rochester LLC
Solutions Open account advance 543

Trigen-Cinergy Solutions of Silver Grove LLC
Solutions Open account advance 1,866

Trigen-Cinergy Solutions of St Paul LLC
Solutions Open account advance 198

Solutions Trigen-Cinergy Solutions of
Tuscola LLC Open account advance 4,584

Cinergy Global Power, Inc. San Gorgonio Open account repayment (766)

Cinergy Technologies, Inc Cinergy One, Inc. Open account advance 43

*Item 2 excludes a net decrease in guarantees issued on behalf of energy-related companies by Cinergy or its subsidiaries during the
first quarter of 2001 totaling approximately $34 million. These guarantees are included in Item 4. Summary of Aggregate Investment.

ITEM 3. ASSOCIATE TRANSACTIONS

Part I - Transactions Performed by Reporting Companies on Behalf of Associate Utility Companies

Reporting Company Rendering Associate Utility Company Types of Services Total Amount
Services(1) Receiving Services Rendered Billed
(in thousands)

The Cincinnati Gas & Electric Line locating meter reading, and
Reliant Company underground construction services $478

Line locating, meter reading, and
Reliant PSI Energy, Inc. underground construction services 734

The Union Light, Heat and Power Line locating, meter reading, and
Reliant Company underground construction services 34

The Cincinnati Gas & Electric
Cinergy Power Generation Services, LLC Company Operations and management services 20,878

Cinergy Power Generation Services, LLC PSI Energy, Inc. Operations and management services 6,012

(1) All of the services above were rendered pursuant to service agreements approved in File No. 70-9449 (see HCAR No. 27016, May
4, 1999, exhibits B-1, B-2, and B-3).

ITEM 3. ASSOCIATE TRANSACTIONS (Continued)

Part II - Transactions Performed by Associate Utility Companies on Behalf of Reporting Companies

Associate Utility Company Reporting Company Types of Services Total Amount
Rendering Services(1) Receiving Services Rendered Billed
(in thousands)

Engineering and construction
PSI Energy, Inc. Cinergy EPCOM, LLC services $ 68

PSI Energy, Inc. CinCap MVC OpCo LLC Maintenance services 111

Cinergy Solutions of
PSI Energy, Inc. Tuscola, Inc. Maintenance services 174

PSI Energy, Inc. Cinergy One, Inc. Maintenance services 10

The Cincinnati Gas & Electric Company CinCap MVC OpCo LLC Maintenance services 89

Engineering and construction
The Cincinnati Gas & Electric Company Cinergy EPCOM, LLC services 89

Engineering and construction
The Cincinnati Gas & Electric Company Cinergy Solutions Inc. services 23

The Cincinnati Gas & Electric Company Cinergy One, Inc. Maintenance services 15

Engineering and construction
The Union Light, Heat and Power Company Cinergy EPCOM, LLC services 55

The Union Light, Heat and Power Company Cinergy One, Inc. Maintenance services 3

(1) All of the services above were rendered pursuant to service agreements approved in File No. 70-9449 (see HCAR No. 27016, May
4, 1999, exhibits B-1, and B-2).

ITEM 4. SUMMARY OF AGGREGATE INVESTMENT

March 31, 2001
(in thousands)

Investments in Energy-Related Companies:

Total consolidated capitalization of Cinergy as of March 31, 2001
$7,638,917

Total capitalization multiplied by 15% $1,145,838

Greater of $50 million or total capitalization multiplied by 15%
1,145,838

Total current aggregate investment subsequent to March 24, 1997
(categorized by major line of energy-related business):
Energy-related business category "ii" (1) 13,060
Energy-related business category "v" (2) 430,307
Energy-related business category "vi" (3) 14,219
Energy-related business category "vii" (4) 77,276
Energy-related business category "viii" (5) 148,820
Energy-related business category "ix" (6) 829
-- ---

Total current aggregate investment 684,511

Difference between the greater of $50 million or 15% of
capitalization and the total aggregate investment of the
registered holding company system
$461,327

(1) Rule 58 defines category "ii" as the development and commercialization of
electrotechnologies related to energy conservation, storage and conversion,
energy efficiency, waste treatment, greenhouse gas reduction, and similar
innovations.

(2) Rule 58 defines category "v" as the brokering and marketing of energy
commodities, including but not limited to electricity, natural or
manufactured gas and other combustible fuels.

(3) Rule 58 defines category "vi" as the production, conversion, sale and
distribution of thermal energy products, such as process steam, heat, hot
water, chilled water, air conditioning, compressed air and similar
products; alternative fuels; and renewable energy resources; and the
servicing of thermal energy facilities.

(4) Rule 58 defines category "vii" as the sale of technical, operational,
management, and other similar kinds of services and expertise, developed in
the course of utility operations in such areas as power plant and
transmission system engineering, development, design and rehabilitation;
construction; maintenance and operation; fuel procurement, delivery and
management; and environmental licensing, testing and remediation.

(5) Rule 58 defines category "viii" as the development, ownership or operation
of "qualifying facilities," as defined under the Public Utility Regulatory
Policies Act of 1978, as amended ("PURPA"), and any integrated thermal,
steam host, or other necessary facility constructed, developed or acquired
primarily to enable the qualifying facility to satisfy the useful thermal
output requirements under PURPA.

(6) Rule 58 defines category "ix" as the ownership, operation and servicing of
fuel procurement, transportation, handling and storage facilities,
scrubbers, and resource recovery and waste water treatment facilities.

ITEM 5. OTHER INVESTMENTS

Major Line of Energy-Related Other Investment in Last Other Investment in this Reason for Difference in
Business U-9C-3 Report U-9C-3 Report Other Investment
-------- ------------- ------------- ----------------
(in thousands)

NONE

ITEM 6. FINANCIAL STATEMENTS AND EXHIBITS

(a) Financial Statements

Filed pursuant to Rule 104(b) on a confidential basis.

(b) Exhibits

None

SIGNATURES

Pursuant to the requirements of the Public Utility Holding Company Act of 1935,
Cinergy Corp. has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

Cinergy Corp.
Registrant

Dated: May 24, 2001

By /s/ Bernard F. Roberts
----------------------------
Bernard F. Roberts
Duly Authorized Officer
and
Chief Accounting Officer

With the above signature, I also hereby certify that the corresponding report on
Form U-9C-3 for the fourth quarter of 2000 was filed with Cinergy Corp's
interested state commissions whose names and addresses are listed below.

The Public Utilities Commission of Ohio
Alan R. Schriber, Chairman
180 East Broad Street
Columbus, OH 43266

Indiana Utility Regulatory Commission
Robert C. Glazier, Secretary
302 W. Washington Street, Suite E306
Indianapolis, IN 46204

Kentucky Public Service Commission
Thomas Dorman, Executive Director
211 Sower Boulevard
P.O. Box 615
Frankfort, KY 40602

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