SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
In the Matter of CERTIFICATE
Cinergy Corp. et al. OF
File No. 70-8589 NOTIFICATION
(Public Utility Holding Company Act of 1935)
With reference to the transactions (a) proposed in the
Application-Declaration on Form U-1, as amended, in the above
proceeding filed by Cinergy Corp., a registered holding company
("Cinergy"), Cinergy Investments, Inc., Cinergy's nonutility
subholding company ("Investments"), and Cinergy Services, Inc.,
Cinergy's service company subsidiary ("Cinergy Services"; and
together with Cinergy and Investments, the "Applicants"), and (b)
authorized by the Commission in its orders with respect thereto
dated, respectively, March 8, 1996 (Rel. No. 35-26486) and
September 21, 1995 (Rel. No. 35-26376), Services hereby notifies
the Commission, on behalf of itself and the other Applicants, as
follows:
1. For the calendar quarterly period ended September 30, 1996
("Third Quarter"), none of the Special Purpose Subsidiaries/1/
issued any Recourse Debt Securities./2/
2. General description of activities of Investments and
Special
Purpose Subsidiaries during the Third Quarter and of projects in
which they have an ownership interest:
(a) Investments.. No change in activities as previously
summarized in Rule 24 certificate in this docket covering
calendar
quarter ended June 30, 1996.
(b) Energy Argentina. No change in activities as
previously summarized in Rule 24 certificate in this docket
covering calendar quarter ended June 30, 1996.
(c) CGE ECK No change in activities as previously
summarized
in Rule 24 certificate in this docket covering calendar quarter
ended June 30, 1996.
(d) Midlands. During the Third Quarter, Avon Energy
completed its acquisition of all the outstanding common stock of
Midlands. The total consideration paid by Avon Energy was
approximately $2.6 billion. Also, in connection therewith
Cinergy
UK made a series of short-term (approximately 30 days or less)
borrowings and reborrowings (ranging from $2 million to $30
million
in principal amount and bearing annual interest at fixed rates
ranging from 6.66% to 6.76%) under its $40 million Credit
Agreement, dated as of May 6, 1996, with Barclays Bank PLC, as
administrative agent, and the various banks named therein.
3. Information on intercompany service transactions involving
the
Special Purpose Subsidiaries during the Third Quarter:
(a) name of each associate company providing services and
associate company recipient:
(i) Cinergy Services/Energy Argentina
(ii) Cinergy Services/Cinergy UK
(b) listing of services provided:
(i) accounting, financial, legal
(ii) accounting, financial, legal
(c) total dollar amount of services provided per associate
company service provider:
(i) $39,000
(ii) $197,000
4. The following unaudited financial statements are filed
herewith:
(a) Special Purpose Subsidiaries Financial Statements,
dated
September 30, 1996
<PAGE>
S I G N A T U R E
Pursuant to the requirements of the Public Utility
Holding Company Act of 1935, as amended, the
undersigned company has duly caused this document to
be signed on its behalf by the undersigned thereunto
duly authorized.
Date: November 13, 1996
CINERGY SERVICES, INC.
By:/s/William L. Sheafer
Treasurer
ENDNOTES
/1/ As used herein, "Special Purpose Subsidiaries" refers to
the following direct or indirect subsidiaries of Cinergy that are
either exempt wholesale generators ("EWGs") or foreign utility
companies ("FUCOs") or companies organized for the exclusive
purpose of acquiring and owning or holding, directly or
indirectly, interests in FUCOs (each, a "FUCO Parent"): PSI
Energy Argentina, Inc.("Energy Argentina"), CGE ECK, Inc. ("CGE
ECK"), Cinergy UK, Inc. (formerly M.E. Holdings, Inc.) ("Cinergy
UK"), Avon Energy Partners Holdings ("Avon Holdings"), Avon
Energy Partners plc ("Avon Energy"), Midlands Electricity plc
("Midlands"). Costanera Power Corp. ("Costanera"), PSI
Argentina, Inc.("PSI Argentina"), PSI T&D International, Inc.,
PSI Yacyreta, Inc., PSI Power Resource Development, Inc., PSI
Power Resource Operations, Inc., PSI International, Inc. and PSI
Sunnyside, Inc. are all inactive Cinergy system companies formed
to act as EWGs or FUCO Parents.
/2/ .Recourse Debt Securities means any promissory note, bond or
other evidence of indebtedness issued by a Special Purpose
Subsidiary to a nonassociate company with respect to which
Cinergy or Investments issues a guarantee (including obtaining a
letter of credit).
<TABLE>
<CAPTION>
CINERGY COOLING CORP.
STATEMENT OF INCOME (UNAUDITED)
QUARTER ENDED SEPTEMBER 30, 1996
cinergy cooling
(in thousands)
<S> <C>
<C> <C>
Operating Revenues -
- -
Operating Expenses
Other operation -
- -
Income Taxes -
- -
Taxes other than income taxes -
- -
-
- -
Operating Income -
- -
Other Income and Expense - Net
Income Taxes 287
** 202
Other - net (802)
** (575)
(515)
** (373)
Income Before Interest and
Other Charges (515)
** (373)
Other interest 20
** 3
Net Income ($535)
** ($376)
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
CINERGY COOLING CORP.
BALANCE SHEET (UNAUDITED)
AT SEPTEMBER 30, 1996
(in thousands)
<S> <C>
ASSETS
Current Assets
Accounts receivable -
Accounts receivable - affiliates -
Other -
-
Other Assets
Nonutility property 1,239
Accumulated depreciation -
1,239
Construction work in progress -
1,239
Other 2
1,241
$1,241
CAPITALIZATION AND LIABILITIES
Common Stock Equity
Paid-in capital -
Retained earnings (911)
Total common stock equity (911)
Current Liabilities
Accounts payable -
Accounts payable - affiliates 2,641
Accrued taxes (489)
2,152
Other Liabilities
Deferred income taxes -
Other -
-
$1,241
</TABLE>
<TABLE>
<CAPTION>
CINERGY CORP.
SPECIAL PURPOSE SUBSIDIARIES
STATEMENTS OF INCOME (UNAUDITED)
QUARTER ENDED SEPTEMBER 30, 1996
PSI
Energy
Argentina
Argentina CGE ECK
(in thousands)
<S> <C>
<C> <C>
Operating Revenues -
- -
Operating Expenses
Other operation -
- -
Income Taxes -
- -
Taxes other than income taxes -
- -
-
- -
Operating Income -
- -
Other Income and Expense - Net
Income Taxes (111)
20 3
Equity in Earnings of Avon Holdings -
- -
Other - net 236
(53) -
125
(33) 3
Income Before Interest and
Other Charges 125
(33) 3
Other interest -
- 9
Net Income $125
($33) ($6)
<FN>
NOTE: The following companies are inactive and thus have no activity to
report;
COSTANERA POWER CORP.
PSI T&D INTERNATIONAL, INC.
PSI YACYRETA, INC.
PSI POWER RESOURCE DEVELOPMENT, INC.
PSI POWER RESOURCE OPERATIONS, INC.
PSI INTERNATIONAL, INC.
PSI SUNNYSIDE, INC.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
CINERGY CORP. (C0NTINUED)
SPECIAL PURPOSE SUBSIDIARIES
STATEMENTS OF INCOME (UNAUDITED)
QUARTER ENDED SEPTEMBER 30, 1996
Cinergy
Cinergy
Cooling U.K.
(in thousands)
<S> <C> <C>
Operating Revenues - -
Operating Expenses
Other operation - -
Income Taxes - -
Taxes other than income taxes - -
- -
Operating Income - -
Other Income and Expense - Net
Income Taxes 91 91
Equity in Earnings of Avon Holdings 8,875
Other - net (201)
(201)
(110) 8,765
Income Before Interest and
Other Charges (110) 8,765
Other interest 59 59
Net Income ($169) $8,706
<FN>
NOTE: The following companies are inactive and thus have no activity to
report;
COSTANERA POWER CORP.
PSI T&D INTERNATIONAL, INC.
PSI YACYRETA, INC.
PSI POWER RESOURCE DEVELOPMENT, INC.
PSI POWER RESOURCE OPERATIONS, INC.
PSI INTERNATIONAL, INC.
PSI SUNNYSIDE, INC.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
CINERGY CORP.
SPECIAL PURPOSE SUBSIDIARIES
BALANCE SHEETS (UNAUDITED)
AT SEPTEMBER 30, 1996
PSI
Energy
Argentina
Argentina CGE ECK
(in thousands)
<S> <C> <C>
<C>
ASSETS
Current Assets
Accounts receivable $122
- -
Accounts receivable - affiliates 17,586
- -
Other 109
53 -
17,817
53 -
Other Assets
Investment in Avon Holdings -
- -
Other -
10,705 -
-
10,705 - -
$17,817
$10,758 - -
CAPITALIZATION AND LIABILITIES
Common Stock Equity
Paid-in capital $9,587
$10,705 -
Retained earnings 7,597
- (494)
Cumulative foreign currency translation
adjustment -
- -
Total common stock equity 17,184
10,705 (494)
Current Liabilities
Accounts payable 66
- -
Accounts payable - affiliates -
53 707
Accrued taxes 258
- (213)
324
53 494
Other Liabilities
Deferred income taxes 134
- -
Other 175
- -
309
- -
$17,817
$10,758 -
<FN>
NOTE: The following companies are inactive and thus have no activity to
report;
COSTANERA POWER CORP.
PSI T&D INTERNATIONAL, INC.
PSI YACYRETA, INC.
PSI POWER RESOURCE DEVELOPMENT, INC.
PSI POWER RESOURCE OPERATIONS, INC.
PSI INTERNATIONAL, INC.
PSI SUNNYSIDE, INC.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
CINERGY CORP. (CONTINUED)
SPECIAL PURPOSE SUBSIDIARIES
BALANCE SHEETS (UNAUDITED)
AT SEPTEMBER 30, 1996
Cinergy
Cinergy
Cooling U.K.
(in thousands)
<S> <C> <C> <C>
ASSETS
Current Assets
Accounts receivable - -
Accounts receivable - affiliates - -
Other - -
- - -
Other Assets
Investment in Avon Holdings 512,746
Other 2 317
2 - 513,063
$2 - $513,063
CAPITALIZATION AND LIABILITIES
Common Stock Equity
Paid-in capital - $502,077
Retained earnings (376) 11,383
Cumulative foreign currency translation
adjustment (899)
Total common stock equity (376) 512,561
Current Liabilities
Accounts payable - -
Accounts payable - affiliates 1,070 602
Accrued taxes (202) (100)
868 502
Other Liabilities
Deferred income taxes - -
Other - -
- -
$492 $513,063
<FN>
NOTE: The following companies are inactive and thus have no activity to
report;
COSTANERA POWER CORP.
PSI T&D INTERNATIONAL, INC.
PSI YACYRETA, INC.
PSI POWER RESOURCE DEVELOPMENT, INC.
PSI POWER RESOURCE OPERATIONS, INC.
PSI INTERNATIONAL, INC.
PSI SUNNYSIDE, INC.
</TABLE>