SECURITIES AND EXCHANGE COMMISSION

                                Washington, D.C.

                   Three-year period ending December 31, 2006

                      FORM U-12(I)-B (THREE-YEAR STATEMENT)

                  Statement Pursuant to Section 12(i) of Public
                      Utility Holding Company Act of 1935,
                        as amended ("PUHCA"), and Rule 71
                                   thereunder
                 by a Person Regularly Employed or Retained by a
               Registered Holding Company or a Subsidiary Thereof


1. Name and business address of person filing statement.

         John C. Procario
         Cinergy Corp.
         139 East Fourth Street
         Cincinnati, Ohio 45202

2.   Names and business addresses of any persons through whom the undersigned
     proposes to act in matters included within the exemption provided by
     paragraph (b) of Rule U-71.

         Not applicable.

3.   Registered holding company and subsidiary companies by which the
     undersigned is regularly employed or retained.

         Cinergy Corp. and its subsidiary companies

4.   Position or relationship in which the undersigned is employed or retained
     by Cinergy Corp. or its subsidiary companies, and brief description of
     nature of services to be rendered in that capacity.

         Vice President, Cinergy Services, Inc.

         In addition to the foregoing positions, the undersigned may be employed
         in the same position or other positions with other of the companies in
         the Cinergy system.

         In such capacities, the undersigned may participate in presenting,
         advocating, or opposing matters before the legislative bodies,
         regulatory commissions and officials specified in Section 12(i) of the
         Public Utility Holding Company Act of 1935, as amended, but the exact
         nature of such services or the relative time to be devoted thereto
         cannot presently be forecast with any degree of precision.

5.   (a) Compensation received during the current year and estimated to be
     received over the next two calendar years by the undersigned, directly or
     indirectly, for services rendered by the undersigned, from each of the
     companies designated in item 3.

         It is anticipated that the undersigned's annual base salary will not
         exceed $400,000 in 2004. During the calendar years 2005 and 2006, it is
         estimated that the undersigned will receive compensation comparable to
         that received in 2004, but the exact amount of compensation cannot
         presently be forecast with any degree of precision. The undersigned
         receives salary payments from Cinergy Services, Inc., which in turn may
         charge or allocate a portion of such salary and bonus expense to other
         companies described in item 3 above in accordance with applicable
         service agreements and orders of the Securities and Exchange
         Commission.

     (b) Basis for compensation if other than salary.

         In addition to base salary, the undersigned may participate in certain
         employee benefit plans and may receive a bonus under an incentive
         compensation plan; however, the amount, if any, of such bonus and other
         benefits cannot presently be predicted.





Date:  5/7/04                                        By:  /s/John C. Procario
                                                              John C. Procario