CINCINNATI GAS & ELECTRIC CO
11-K, 1994-06-28
ELECTRIC & OTHER SERVICES COMBINED
Previous: CHESAPEAKE CORP /VA/, 11-K, 1994-06-28
Next: CINCINNATI GAS & ELECTRIC CO, 11-K, 1994-06-28


                                      
                    SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549



                                 FORM 11-K

                               ANNUAL REPORT





                     Pursuant to Section 15(d) of the
                      Securities Exchange Act of 1934



                 For the fiscal year ended December 31, 1993



     A.     Full title of the Plan:

                   THE CINCINNATI GAS & ELECTRIC COMPANY
                 DEFERRED COMPENSATION AND INVESTMENT PLAN

     B.     Name of issuer of the securities held pursuant to the Plan and
            the address of its principal executive office:



                    THE CINCINNATI GAS & ELECTRIC COMPANY

                           139 East Fourth Street

                       Cincinnati, Ohio  45202 - 4003

<PAGE>

                                SIGNATURES



     Pursuant to the requirements of the Securities Exchange Act of 1934,
the Members of the Deferred Compensation and Investment Plan Committee have
duly caused this annual report to be signed by the undersigned hereunto
duly authorized.


                   THE CINCINNATI GAS & ELECTRIC COMPANY
                 DEFERRED COMPENSATION AND INVESTMENT PLAN
                 -----------------------------------------
                               (Name of Plan)

                           By  /s/Donald R. Blum
                               -----------------
                           Donald R. Blum, Member
            Deferred Compensation and Investment Plan Committee




June 28, 1994
<PAGE>
                   THE CINCINNATI GAS & ELECTRIC COMPANY
                 DEFERRED COMPENSATION AND INVESTMENT PLAN
                      STATEMENT OF FINANCIAL CONDITION
                             DECEMBER 31, 1993

                                              Participant Directed
                                       ------------------------------------
                                                    Fidelity  Fidelity
                                       Company      Magellan  Equity-Income
                        Total          Stock Fund   Fund*     Fund
                        -----          ----------   --------  -------------

INVESTMENTS, at market

Common Stock of The 
Cincinnati Gas & 
Electric Company -
shares:  3,483,838
(cost:$62,381,149)      $ 95,805,545   $ 63,700,395  $    -   $       -

Fidelity Magellan 
Fund* -
shares:  66,091
(cost:$4,564,361)          4,682,567           -      4,682,567       -

Fidelity Equity-Income 
Fund -
shares:  536,379
(cost:$13,222,463)        18,151,070           -           -     18,151,070

Fidelity Intermediate 
Bond Fund -
shares:  306,778
(cost:$3,171,404)          3,307,068           -           -           -

Money Market Fund -
(cost:$2,495,540)          2,495,540        242,869     72,574     100,660
                         -----------     ----------  ---------  ----------

                         124,441,790     63,943,264  4,755,141  18,251,730

OTHER ASSETS
Cash                          56,712         41,928      5,563       6,927
Contribution receivable      263,354        108,414     30,141      43,443
Accrued income                 4,575           -          -           -
Loans receivable 
 from Participants         2,254,022           -          -           -
                         -----------     ----------  ---------  ----------

PARTICIPANTS' EQUITY    $127,020,453    $64,093,606 $4,790,845 $18,302,100
                         ===========     ==========  =========  ==========

The accompanying notes are an integral part of this statement.

* Fidelity Magellan Fund is a growth fund seeking long-term capital
appreciation by investing primarily in common stock and securities
convertible into common stock.  As of March 31, 1994, the Fund had over $33
billion in net assets, consisting of the following classes:  common stock,
89.1%; preferred stock, 0.5%; corporate bonds, 2.1%; U.S. Government
obligations, 5.2%; other securities, 0.7%; repurchase agreements, 2.4%.

<PAGE>

                   THE CINCINNATI GAS & ELECTRIC COMPANY
                 DEFERRED COMPENSATION AND INVESTMENT PLAN
                     STATEMENT OF FINANCIAL CONDITION
                             DECEMBER 31, 1993

                                                               Non-             
                                                               Participant
                                 Participant Directed          Directed
                           -------------------------------     -----------

                           Fidelity       Money                Company
                           Intermediate   Market      Loan     Stock
                           Bond Fund      Fund        Fund     Fund
                           ------------   ------      ----     -------

INVESTMENTS, at market

Common Stock of The 
Cincinnati Gas & 
Electric Company -
shares:  3,483,838
(cost:$62,381,149)         $    -         $    -      $   -     $32,105,150

Fidelity Magellan 
Fund* -
shares:  66,091
(cost:$4,564,361)               -              -          -            -

Fidelity Equity-Income 
Fund -
shares:  536,379
(cost:$13,222,463)              -              -          -            -

Fidelity Intermediate 
Bond Fund -
shares:  306,778
(cost:$3,171,404)          3,307,068           -          -            -

Money Market Fund -
(cost:$2,495,540)             23,867      1,911,107       -        144,463
                           ---------      ---------  ---------  ----------

                           3,330,935      1,911,107       -     32,249,613 
OTHER ASSETS
Cash                           2,294           -          -           -
Contribution receivable       10,784          6,878       -         63,694
Accrued income                  -             4,575       -           -
Loans receivable 
 from Participants              -              -     2,254,022        -
                           ---------      ---------  ---------  ----------

PARTICIPANTS' EQUITY      $3,344,013     $1,922,560 $2,254,022 $32,313,307
                           =========      =========  =========  ==========

The accompanying notes are an integral part of this statement.

* Fidelity Magellan Fund is a growth fund seeking long-term capital
appreciation by investing primarily in common stock and securities
convertible into common stock.  As of March 31, 1994, the Fund had over $33
billion in net assets, consisting of the following classes:  common stock,
89.1%; preferred stock, 0.5%; corporate bonds, 2.1%; U.S. Government
obligations, 5.2%; other securities, 0.7%; repurchase agreements, 2.4%. 

<PAGE>

                   THE CINCINNATI GAS & ELECTRIC COMPANY
                 DEFERRED COMPENSATION AND INVESTMENT PLAN
                      STATEMENT OF FINANCIAL CONDITION
                             DECEMBER 31, 1992

                                              Participant Directed
                                       ------------------------------------
                                                    Fidelity  Fidelity
                                       Company      Magellan  Equity-Income
                        Total          Stock Fund   Fund*     Fund
                        -----          ----------   --------  -------------

INVESTMENTS, at market

Common Stock of The 
Cincinnati Gas & 
Electric Company -
shares:  3,195,599
(cost:$56,512,996)      $ 79,490,525   $ 53,289,912 $     -    $     -

Fidelity Magellan 
Fund* -
shares:  27,104
(cost:$1,779,876)          1,707,828           -     1,707,828       -

Fidelity Equity-Income 
Fund -
shares:  548,358
(cost:$13,050,378)        15,907,866           -          -     15,907,866

Fidelity Intermediate 
Bond Fund -
shares:  293,653
(cost:$3,011,221)          3,056,926           -          -          -

Money Market Fund -
(cost:$2,942,944)          2,942,944        207,620     27,782      98,903
                         -----------     ----------  ---------  ----------

                         103,106,089     53,497,532  1,735,610  16,006,769
OTHER ASSETS
Cash                          81,802         23,753      3,252      53,089
Contribution receivable      222,350         91,107     12,058      43,045
Accrued income                 6,066           -          -           -
Loans receivable 
 from Participants         1,516,281           -          -           -
                         -----------     ----------  ---------  ----------

PARTICIPANTS' EQUITY    $104,932,588    $53,612,392 $1,750,920 $16,102,903
                         ===========     ==========  =========  ==========

The accompanying notes are an integral part of this statement.

* Fidelity Magellan Fund is a growth fund seeking long-term capital
appreciation by investing primarily in common stock and securities
convertible into common stock.  As of March 31, 1993, the Fund had over $24
billion in assets, consisting of the following classes:  common stock,
75.2%; preferred stock, 1.4%; corporate bonds, 2.3%; U.S. Government
obligations, 15.2%; foreign government obligations, 0.3%; other securities,
0.5%; repurchase agreements, 5.1%.

<PAGE>

                   THE CINCINNATI GAS & ELECTRIC COMPANY
                 DEFERRED COMPENSATION AND INVESTMENT PLAN
                      STATEMENT OF FINANCIAL CONDITION
                             DECEMBER 31, 1992

                                                             Non-               
                                                             Participant
                                 Participant Directed        Directed
                           -------------------------------   -----------

                           Fidelity       Money              Company
                           Intermediate   Market      Loan   Stock
                           Bond Fund      Fund        Fund   Fund
                           ------------   ------      ----   -------

INVESTMENTS, at market

Common Stock of The 
Cincinnati Gas & 
Electric Company -
shares:  3,195,599
(cost:$56,512,996)         $     -        $    -        -      $26,200,613

Fidelity Magellan 
Fund* -
shares:  27,104
(cost:$1,779,876)                -             -        -             -

Fidelity Equity-Income 
Fund -
shares:  548,358
(cost:$13,050,378)               -             -        -             -

Fidelity Intermediate 
Bond Fund -
shares:  293,653
(cost:$3,011,221)           3,056,926          -        -             -

Money Market Fund -
(cost:$2,942,944)              24,859     2,453,457     -          130,323
                            ---------     ---------   ----      ----------

                            3,081,785     2,453,457     -       26,330,936
OTHER ASSETS
Cash                            1,708          -        -             -
Contribution receivable        11,557         8,482     -           56,101
Accrued income                   -            6,066     -             -
Loans receivable 
 from Participants               -             -     1,516,281        -
                            ---------     ---------  ---------  ----------

PARTICIPANTS' EQUITY       $3,095,050    $2,468,005 $1,516,281 $26,387,037
                            =========     =========  =========  ==========

The accompanying notes are an integral part of this statement.

* Fidelity Magellan Fund is a growth fund seeking long-term capital
appreciation by investing primarily in common stock and securities
convertible into common stock.  As of March 31, 1993, the Fund had over $24
billion in assets, consisting of the following classes:  common stock,
75.2%; preferred stock, 1.4%; corporate bonds, 2.3%; U.S. Government
obligations, 15.2%; foreign government obligations, 0.3%; other securities,
0.5%; repurchase agreements, 5.1%. 

<PAGE>

                   THE CINCINNATI GAS & ELECTRIC COMPANY
                 DEFERRED COMPENSATION AND INVESTMENT PLAN
                STATEMENT OF CHANGES IN PARTICIPANTS' EQUITY
                    FOR THE YEAR ENDED DECEMBER 31, 1993

                                               Participant Directed
                                       ------------------------------------
                                                    Fidelity  Fidelity
                                       Company      Magellan  Equity-Income
                        Total          Stock Fund   Fund      Fund
                        -----          ----------   --------  -------------
PARTICIPANTS' EQUITY
 beginning of year      $104,932,588   $53,612,392 $1,750,920 $16,102,903
                         -----------    ----------  ---------  ----------
CHANGES DURING PERIOD
 Assets transferred
  between plans 
  (Note 2)                 3,296,904    2,170,368      44,896     185,725
 Participants'
  Contributions 
  (Note 5)                   335,675      160,830      74,291      70,354
 Employers'
  Contributions 
  (Note 5)                 6,577,690    2,659,842     623,426   1,151,299
 Dividend income           6,424,023    3,680,134      39,966     610,901
 Interest income               8,706        3,242       1,110       2,103
 Distributions to
  Participants            (6,621,463)  (3,894,910)    (18,950)   (831,769)
 Net realized and
  unrealized 
  appreciation in
  market value
  of investments          12,066,330    5,656,431     526,542   2,657,418
 Investment
  Transfers (Note 3)            -         499,374   1,742,590  (1,437,875)
 Loans granted to 
  Participants, net
   of repayments                -        (454,097)      6,054    (208,959)
                         -----------   ----------   ---------   ---------
  Net change 
   during period          22,087,865   10,481,214   3,039,925   2,199,197 
                         -----------   ----------   ---------   ---------

PARTICIPANTS' EQUITY,
 end of year            $127,020,453  $64,093,606  $4,790,845  $18,302,100
                         ===========   ==========   =========   ==========

UNITS OF PARTICIPATION
 December 31, 1993
  (including units 
  to be distributed 
  to Participants)
 Number of units
 Number of shares                     2,316,378       66,091      536,379
                                      =========       ======      =======
 Value per unit, 
  at market
 Market price per 
  share (New York 
  Stock Exchange 
  - Composite)                           $27.50       $70.85       $33.84
                                          =====        =====        =====

NUMBER OF EMPLOYEES 
 PARTICIPATING
  December 31, 1993                       1,453          432          869
                                          =====          ===          ===

         The accompanying notes are an integral part of this statement.

<PAGE>
                   THE CINCINNATI GAS & ELECTRIC COMPANY
                 DEFERRED COMPENSATION AND INVESTMENT PLAN
                STATEMENT OF CHANGES IN PARTICIPANTS' EQUITY
                   FOR THE YEAR ENDED DECEMBER 31, 1993
                                                             Non-               
                                                             Participant
                                 Participant Directed        Directed
                           -------------------------------   -----------

                           Fidelity       Money              Company
                           Intermediate   Market      Loan   Stock
                           Bond Fund      Fund        Fund   Fund
                           ------------   ------      ----   -------

PARTICIPANTS' EQUITY
 beginning of year         $3,095,050  $2,468,005 $1,516,281 $26,387,037
                            ---------   ---------  ---------  ----------
CHANGES DURING PERIOD
 Assets transferred 
  between plans 
  (Note 2)                     10,572      49,819       -        835,524
 Participants' 
  Contributions 
  (Note 5)                     14,112      16,088       -           -
 Employers' 
  Contributions 
  (Note 5)                    289,592     173,504       -      1,680,027
 Dividend income              204,671      64,863       -      1,823,488
 Interest income                  503        -          -          1,748
 Distributions to 
  Participants               (225,670)   (142,813)      -     (1,507,351)
 Net realized and 
  unrealized 
  appreciation in 
  market value
  of investments              133,105        -          -      3,092,834 
 Investment 
  Transfers (Note 3)         (134,036)   (670,053)      -           -
 Loans granted to
  Participants, net
   of repayments              (43,886)    (36,853)   737,741        -
                            ---------   ---------  ---------  ----------
  Net change 
   during period              248,963    (545,445)   737,741   5,926,270
                            ---------   ---------  ---------  ----------

PARTICIPANTS' EQUITY,
 end of year               $3,344,013  $1,922,560 $2,254,022 $32,313,307
                            =========   =========  =========  ==========

UNITS OF PARTICIPATION
 December 31, 1993 
  (including units 
  to be distributed 
  to Participants)
 Number of units                         2,495,540 2,254,022
                                         ========= =========

 Number of shares             306,778                          1,167,460

                              =======                          =========
 Value per unit, 
  at market                                  $1.00     $1.00
                                              ====      ====

 Market price per 
  share (New York 
  Stock Exchange
  - Composite)                 $10.78                            $27.50
                                =====                             =====

NUMBER OF EMPLOYEES 
 PARTICIPATING
  December 31, 1993               414          301       280      1,453
                                  ===          ===       ===      =====

         The accompanying notes are an integral part of this statement.

<PAGE>

                   THE CINCINNATI GAS & ELECTRIC COMPANY
                 DEFERRED COMPENSATION AND INVESTMENT PLAN
               STATEMENT OF CHANGES IN PARTICIPANTS' EQUITY
                    FOR THE YEAR ENDED DECEMBER 31, 1992

                                               Participant Directed
                                       ------------------------------------
                                                    Fidelity  Fidelity
                                       Company      Magellan  Equity-Income
                        Total          Stock Fund   Fund      Fund
                        -----          ----------   --------  -------------

PARTICIPANTS' EQUITY
 beginning of year      $130,581,851   $75,365,630  $    -    $16,676,723
                         -----------    ----------   -------   ----------
CHANGES DURING PERIOD
 Assets transferred
  between plans 
  (Note 2)                   870,901      666,528        -         18,360
 Participants'
  Contributions 
  (Note 5)                   344,078      172,057       9,307     111,757
 Employers'
  Contributions 
  (Note 5)                 6,909,482    2,892,896      94,448   1,563,541
 Dividend income           7,902,132    4,675,488     140,974     677,266
 Interest income              19,884        9,898         152       3,235
 Distributions to
  Participants           (35,437,890) (22,172,626)    (36,621) (3,902,998)
 Net realized and
  unrealized 
  appreciation
  (depreciation) in
  market value
  of investments          (6,257,850)  (5,447,401)    (73,231)  1,669,859
 Investment
  Transfers (Note 3)            -      (1,816,353)  1,607,616    (459,041)
 Loans granted to 
  Participants, net
   of repayments                -        (733,725)      8,275    (255,799)
                          ----------   ----------   ---------  ----------
  Net change 
   during period         (25,649,263) (21,753,238)  1,750,920    (573,820)
                          ----------   ----------   ---------  ----------

PARTICIPANTS' EQUITY,
 end of year           $104,932,588  $53,612,392  $1,750,920  $16,102,903
                        ===========   ==========   =========   ==========

UNITS OF PARTICIPATION
 December 31, 1992 
  (including units 
  to be distributed 
  to Participants)
 Number of units
 Number of shares                     2,142,308       27,104      548,358
                                      =========       ======      =======

 Value per unit, 
  at market
 Market price per 
  share (New York 
  Stock Exchange 
  - Composite)                          $24.875       $63.01       $29.01
                                         ======        =====        =====
NUMBER OF EMPLOYEES 
 PARTICIPATING
  December 31, 1992                        1,417         184          864
                                           =====         ===          ===

         The accompanying notes are an integral part of this statement.

<PAGE>

                   THE CINCINNATI GAS & ELECTRIC COMPANY
                 DEFERRED COMPENSATION AND INVESTMENT PLAN
                STATEMENT OF CHANGES IN PARTICIPANTS' EQUITY
                    FOR THE YEAR ENDED DECEMBER 31, 1992
                                                             Non-               
                                                             Participant
                                 Participant Directed        Directed
                           -------------------------------   -----------

                           Fidelity       Money              Company
                           Intermediate   Market      Loan   Stock
                           Bond Fund      Fund        Fund   Fund
                           ------------   ------      ----   -------

PARTICIPANTS' EQUITY
 beginning of year         $3,035,103  $3,121,057   $454,493 $31,928,845
                            ---------   ---------    -------  ----------
CHANGES DURING PERIOD
 Assets transferred 
  between plans 
  (Note 2)                      5,742       4,353       -        175,918
 Participants' 
  Contributions 
  (Note 5)                     23,682      27,275       -           -
 Employers' 
  Contributions 
  (Note 5)                    325,214     261,854       -      1,771,529
 Dividend income              255,627     119,827       -      2,032,950
 Interest income                  651         545       -          5,403
 Distributions to 
  Participants               (980,907) (1,159,350)      -     (7,185,388)
 Net realized and 
  unrealized 
  appreciation 
  (depreciation) in 
  market value
  of investments              (64,857)       -          -     (2,342,220)
 Investment 
  Transfers (Note 3)          535,650     132,128       -           -
 Loans granted to
  Participants, net
   of repayments              (40,855)    (39,684) 1,061,788        -
                            ---------   ---------  ---------  ----------
  Net change 
   during period               59,947    (653,052) 1,061,788  (5,541,808)
                            ---------   ---------  ---------  ----------

PARTICIPANTS' EQUITY,
 end of year               $3,095,050  $2,468,005 $1,516,281 $26,387,037
                            =========   =========  =========  ==========

UNITS OF PARTICIPATION
 December 31, 1992 
  (including units 
  to be distributed 
  to Participants)
 Number of units                         2,942,944 1,516,281
                                         ========= =========

 Number of shares             293,653                          1,053,291

                              =======                          =========
 Value per unit, 
  at market                                  $1.00     $1.00
                                              ====      ====
 Market price per 
  share (New York 
  Stock Exchange
  - Composite)                 $10.41                            $24.875
                                =====                             ======

NUMBER OF EMPLOYEES 
 PARTICIPATING
  December 31, 1992               424          315       190      1,417
                                  ===          ===       ===      =====

         The accompanying notes are an integral part of this statement.

<PAGE>
                   THE CINCINNATI GAS & ELECTRIC COMPANY
                 DEFERRED COMPENSATION AND INVESTMENT PLAN

                       NOTES TO FINANCIAL STATEMENTS
                        DECEMBER 31, 1993 and 1992

(1)  Description of The Cincinnati Gas & Electric Company Deferred
     Compensation and Investment Plan (DCIP or the Plan) - The following is
     a brief description of the Plan.  Reference is made to the Plan and
     the related Trust Agreement, including the defined terms, for complete
     information.

     All Executive, Supervisory, Administrative, and Professional Employees
     of The Cincinnati Gas & Electric Company (CG&E), The Union Light, Heat
     and Power Company (ULH&P), and Lawrenceburg Gas Company (LG) are
     eligible to participate in the Plan upon completion of one year of
     service.  Under the Plan, participating Employees may defer, pursuant
     to Section 401(k) of the Internal Revenue Code, up to 15% of base pay
     with a maximum of $8,994 for the year 1993.  In addition, a
     Participant may make optional contributions to the Plan which, when
     combined with salary deferrals, may not exceed 15% of base pay. 
     Salary deferrals and optional contributions may be further limited for
     certain highly compensated Employees by the requirements of Code
     Sections 401(k), 401(m), and 415.  Salary deferrals and Employer
     Matching Contributions discussed below are classified as Employers'
     Contributions, while optional contributions are classified as
     Participants' Contributions, in the accompanying financial statements. 
     The contributions are invested by the Trustee, as directed by each
     Participant, in one or more investment funds, including a Company
     Stock Fund.  The Participant's Employer makes a matching contribution
     of 50% (55% effective June 1, 1994) of the amount, not exceeding 5% of
     base pay, contributed by each Participant.  All Employer Matching
     Contributions must be invested by the Trustee in the Company Stock
     Fund.  Subject to certain limitations, Employees may apply for loans
     from their deferred compensation sub-account balances.  Such loans are
     reflected in the Loan Fund in the accompanying financial statements. 
     Loans bear interest at the prime rate of the trustee plus 1/2%, and
     are repaid within five years through regular payroll deductions.  The
     Plan is administered by the Deferred Compensation and Investment Plan
     Committee and trusteed by PNC Bank, Ohio, N.A.  Generally,
     administrative expenses of the Plan are paid by the Employer and are
     not included in the accompanying statements.

     The Plan is generally subject to the provisions of the Employee
     Retirement Income Security Act of 1974 (ERISA).  In particular, the
     Plan is subject to the reporting, disclosure, participation, vesting,
     fiduciary responsibility, administration, and enforcement provisions
     of Title I and the termination and liability provisions of Title IV of
     ERISA.  The funding provisions of Title I and the provisions relating
     to the Pension Benefit Guaranty Corporation of Title IV are not
     applicable to this type of defined contribution plan.

     CG&E expects to continue the Plan indefinitely, but its Board of
     Directors reserves the right to amend or terminate the Plan at any
     time.  No amendment shall reduce retroactively the rights of
     Participants or permit the return to the Employer of any part of the
     Common Stock or other securities, obligations, deposits or cash held
     by the Trustee, or permit their use or diversion for any purpose other
     than the exclusive benefit of the Participants or their Beneficiaries.

<PAGE>

(2)  Significant Accounting Policies - Investments are stated at market
     value as determined by the Trustee by reference to published market
     data at December 31, 1993 and 1992.  The market value of the Plan's
     investments are subject to price fluctuations in the applicable
     investment markets.  Subsequent to December 31, 1993, the market price
     per share of CG&E's Common Stock declined from $27.50 at December 31,
     1993 to $22.50 at June 15, 1994.  Unrealized valuation gains and
     losses are reflected in the Statement of Changes in Participants'
     Equity.  The statements are prepared on the accrual basis of
     accounting.  

     Transfers of assets between the CG&E Savings Incentive Plan (SIP) and
     DCIP occur as a result of changes in Employee status between the
     Weekly and Hourly Paid classification and the Executive, Supervisory,
     Administrative and Professional classification.  

(3)  Investments - All contributions are paid to the Trustee under the
     Plan.  Participants' Contributions are invested at their option as
     indicated at their time of enrollment.  Participants may change their
     investment options quarterly.  All Employer Matching Contributions are
     invested in the Company Stock Fund.  Employee Contributions and
     Employer Matching Contributions are made each pay period and
     immediately invested in the designated fund.

(4)  Federal Income Tax Status - The Plan obtained its most recent
     determination letter in July 1986, in which the Internal Revenue
     Service (IRS) stated that the Plan, as then designed, was in
     compliance with the applicable requirements of the Internal Revenue
     Code.  The Plan has been amended to meet the applicable requirements
     of the Tax Reform Act of 1986.  On June 30, 1994, an application will
     be filed with the IRS seeking a determination on the tax qualification
     status of the Plan, as amended.  The Employer and legal counsel are of
     the opinion that the Plan is being administered in accordance with the
     requirements of the Tax Reform Act of 1986 and, therefore, the trust
     continues to be tax exempt.  Participating Employees are not subject
     to tax on Plan income or amounts contributed by the Employer until
     such time as such amounts are distributed to them.

<PAGE>

(5)  Contributions - Contributions made by Participants and amounts
     contributed by each Employer during the years ended December 31, 1993
     and 1992 are as follows:

                            1993                           1992
               -----------------------------  -----------------------------
               Participants'   Employers'     Participants'   Employers'
               Contributions   Contributions  Contributions   Contributions

     CG&E        $332,084        $6,306,212     $341,621        $6,583,153
     ULH&P 
      and LG        3,591           271,478        2,457           326,329
                  -------         ---------      -------         ---------

     Total       $335,675        $6,577,690     $344,078        $6,909,482
                  =======         =========      =======         =========

(6)  Participant Withdrawals - Distributions which had been requested by
     Participants and approved but not yet paid as of December 31, 1993 and
     1992 are as follows:


                                                1993             1992
                                                ----             ----

            Company Stock Fund                $231,679        $1,853,827
            Fidelity Magellan Fund                -                 -
            Fidelity Equity-Income Fund           -              210,452
            Fidelity Intermediate Bond Fund       -               82,697
            Money Market Fund                     -               59,749
                                               -------         ---------

            Total                             $231,679        $2,206,725
                                               =======         =========

     These amounts are classified in the accompanying Statements of
     Financial Condition as of December 31, 1993 and 1992 as a component of
     Participants' Equity.

(7)  Voluntary Early Retirement Program - During 1992, CG&E & its
     subsidiaries approved a Voluntary Early Retirement Program (the
     Program). Distributions to Participants in the Statement of Changes in
     Participants' Equity for the year ended December 31, 1992 includes
     approximately $26,500,000 in distributions to Participants who elected
     to retire under the Program.

<PAGE>
                  Report of Independent Public Accountants


To The Deferred Compensation and Investment Plan Committee of
The Cincinnati Gas & Electric Company:

     We have audited the accompanying statements of financial condition of
THE CINCINNATI GAS & ELECTRIC COMPANY DEFERRED COMPENSATION AND INVESTMENT
PLAN (the Plan) as of December 31, 1993 and 1992, and the related
statements of changes in participants' equity for the years then ended.
These financial statements and the schedules referred to below are the
responsibility of the Deferred Compensation and Investment Plan Committee. 
Our responsibility is to express an opinion on these financial statements
and schedules based on our audits.

     We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement.  An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements.  An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation.  We believe that our audits
provide a reasonable basis for our opinion.

     In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial condition of the Plan as of
December 31, 1993 and 1992, and the changes in participants' equity for the
years then ended, in conformity with generally accepted accounting
principles.

     Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole.  The supplemental schedules
(Exhibits I and II) are presented for purposes of additional analysis and
are not a required part of the basic financial statements but are
supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement
Income Security Act of 1974.  The supplemental schedules have been
subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, are fairly stated in all material
respects in relation to the basic financial statements taken as a whole.



                                 ARTHUR ANDERSEN & CO.



Cincinnati, Ohio,
June 28, 1994

<PAGE>
                                                              EXHIBIT I

                    The Cincinnti Gas & Electric Company 
                  Deferred Compensation and Investment Plan

                          Sponsor EIN:  31-0240030

                       Administrator EIN:  31-1070386

                              Plan Number:  004

                  Part I, Schedule G (Form 5500, Item 27a)

    Schedule of Assets Held for Investment Purposes at December 31, 1993
    --------------------------------------------------------------------

(a)  (b)                   (c)                 (d)             (e)

                           Description of
                           investment
                           including maturity                   
                           date, rate of
     Identity of issue,    interest,
     borrower, lessor,     collateral, par or                  Current
     or similar party      maturity value      Cost            value
- - - ---  ------------------    ------------------  ----            -------

*    The Cincinnati Gas    3,483,838 shares;   $62,381,149     $95,805,545      
     & Electric Company    $8.50 par value;
     Common Stock Fund     $27.50 market
                           price per share
                           @ 12/31/93

     Fidelity Magellan     Mutual fund,          4,564,361       4,682,567
     Fund                  primarily common 
                           stock; 66,091 
                           shares; $70.85 net 
                           asset value 
                           @ 12/31/93

     Fidelity              Mutual fund,         13,222,463      18,151,070
     Equity-Income Fund    primarily equity                                     
                           securities; 536,379 
                           shares;  $33.84 
                           net asset value 
                           @ 12/31/93

     Fidelity              Mutual fund,          3,171,404       3,307,068
     Intermediate          primarily
     Bond Fund             fixed-income 
                           obligations; 
                           306,778 shares; 
                           $10.78 net asset 
                           value @ 12/31/93

     Money Market Fund     Mutual fund, money    2,495,540       2,495,540
                           market instruments; 
                           2,495,540 units; 
                           $1.00 net asset 
                           value @ 12/31/93

     Participant loans     6 1/2% - 10 1/2%              0       2,254,022


*    The Cincinnati Gas & Electric Company, as employer having employees
     covered by the plan, is a party-in-interest.

<PAGE>

                                                            Exhibit II


                    The Cincinnati Gas & Electric Company
                  Deferred Compensation and Investment Plan

                          Sponsor EIN:  31-0240030

                       Administrator EIN:  31-1070386

                              Plan Number:  004


                  Part V, Schedule G (Form 5500, Item 27d)

                    Schedule of Reportable Transactions
                    For the Year Ended December 31, 1993
                    ------------------------------------




                 Total      Total     Total Dollar  Total Dollar
Identity of      Number of  Number    Value of      Value of      Net Gain
Securities       Purchases  of Sales  Purchases     Sales         on Sales
- - - -----------      ---------  --------  ------------  ------------  --------

The Cincinnati 
 Gas & Electric
 Company Common 
 Stock Fund         54        55      $11,961,830   $3,569,611    $291,132

Money Market Fund   61        29      $11,875,613   $12,334,047        -



                                                             Exhibit 23
                              

                 CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS


     As independent public accountants, we hereby consent to the
incorporation by reference of our report dated June 28, 1994, included in
this Annual Report on Form 11-K for the year ended December 31, 1993 of The
Cincinnati Gas & Electric Company Deferred Compensation and Investment
Plan, into its previously filed Registration Statement No. 33-45134.







                                  ARTHUR ANDERSEN & CO.




Cincinnati, Ohio,
June 28, 1994



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission