CINERGY CORP
35-CERT, 1996-08-29
ELECTRIC & OTHER SERVICES COMBINED
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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

In the Matter of                 CERTIFICATE
Cinergy Corp. et al.             OF
File No.  70-8767                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 order dated February 20, 1996
(Rel. No. 35-26474), Services hereby notifies the Commission, on behalf of
itself and the other Applicants, as follows:

     1.   Enclosed herewith as Exhibit A are an unaudited balance sheet and
income statement of Cinergy Cooling Corp. ("CoolCo") as of and for the
calendar quarterly period ended June 30, 1996 ("Second Quarter 1996"). 

     2.   Summary of business activities during Second Quarter 1996:

          (a)  To date, CoolCo has engaged only in preliminary business
activities.  On February 22, 1996, the Public Utilities Commission of Ohio
issued an order in Case Nos. 96-126-CC-AIS and 96-127-HT-AIS authorizing
the initial capitalization of CoolCo and an affiliated district heating
company that would also serve the downtown Cincinnati area.  (As of the
date hereof, that latter entity had not been formed.)

          (b)  CoolCo was incorporated under Ohio law on February 27, 1996
as a direct, wholly-owned subsidiary of Investments.  

          (c)  On May 22, 1996 the City of Cincinnati awarded Cinergy an
exclusive franchise to provide district cooling in downtown Cincinnati (the
original franchise granted by the City in favor of Cinergy on January 24,
1996 was non-exclusive).  Throughout the Second Quarter 1996 CoolCo also
has been engaged in obtaining additional required permits and variances.

          (d)  CoolCo is negotiating a lease of a site in downtown
Cincinnati that, after extensive construction and engineering
modifications, will function as its central plant for the production of
chilled water to supply the air conditioning needs of downtown Cincinnati
buildings.  Construction on the central plant and installation of the
distribution system piping in the streets is scheduled to begin in the fall
of 1996, by nonaffiliated construction contractors under the supervision of
Cinergy Services.  The initial phase of construction of the chiller plant
and the distribution network is projected to be completed in time for the
1997 cooling season.  For further information, reference is made to the
August 22, 1996 press release of Cinergy enclosed herewith as Exhibit B.

          (e)  Throughout this period, representatives of CoolCo have been
engaged in negotiations with potential customers.  As of the date hereof,
letters of intent had been entered into with potential customers covering
an aggregate of about 7500 tons of chilled water on an annual basis.

     3.   Summary of financing activities during Second Quarter 1996:

     
          (a)  As noted above, CoolCo was formed on February 27, 1996 as a
wholly-owned subsidiary of Investments.  CoolCo was initially capitalized
entirely on a common stock basis; of its 850 shares of no par value common
stock which CoolCo is authorized under its articles of incorporation to
issue, CoolCo issued and sold 100 shares to Investments for a cash
consideration of $100.

          (b)  Throughout the Second Quarter 1996, Investments made a
series of open-account advances to CoolCo totaling $1,069,886 at June 30,
1996.  The advances bears interest at annual interest rates varying from
5.49% to 5.89%.

     4.   Summary of any services received by CoolCo during Second Quarter
1996 from Cinergy Services, identifying each service by function and the
aggregate cost thereof charged to CoolCo:  

          (a)  listing of services provided by Cinergy Services:

               (I)  legal, financial and executive (including project and 
                    construction management) 

         (b) total dollar amount of services provided:

              (I)  $119,000

<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:       August 29, 1996

                                       CINERGY SERVICES, INC.


                                       By:/s/William L. Sheafer
                                            Treasurer

<PAGE>



Exhibit A

              CINERGY COOLING CORP.
         STATEMENT OF INCOME (UNAUDITED)
            QUARTER ENDED JUNE 30, 1996
                   (in thousands)

Operating Revenues                    $       -

Operating Expenses
  Other operation                             -
  Income Taxes                                -
  Taxes other than income taxes               -
                                              -

Operating Income                              -


Other Income and Expense - Net
  Income Taxes                              202
  Other - net                              (575)
                                           (373)

Income Before Interest and
  Other Charges                            (373)

Other interest                                3 

Net Income                           $     (376)

<PAGE>

               CINERGY COOLING CORP.
             BALANCE SHEET (UNAUDITED)
                  AT JUNE 30, 1996
                   (in thousands)


ASSETS

Current Assets
   Accounts receivable                  $       - 
   Accounts receivable - affiliates             -
   Other                                        - 
                                                -

Other Assets
    Construction work in progress             490
    Other                                       2

                                        $     492


CAPITALIZATION AND LIABILITIES

Common Stock Equity
   Paid-in capital                      $       - 
   Retained earnings                         (376)
     Total common stock equity               (376)

Current Liabilities
   Accounts payable                             - 
   Accounts payable - affiliates            1,070 
   Accrued taxes                             (202)
                                              868

Other Liabilities
  Deferred income taxes                         - 
  Other                                         -
                                                -

                                          $   492

<PAGE>



EXHIBIT B to Certificate of Notification dated August 29, 1996 in
Securities and Exchange Commission File No. 70-8767


Media contact:     Steve Brash  513-287-2226 (w)  513-231-6895 (h) 



FOR IMMEDIATE RELEASE - AUGUST 22, 1996


CONSTRUCTION TO BEGIN ON CHILLED WATER SYSTEM

CINCINNATI - Cinergy Corp. (NYSE:CIN) announced today that its non-regulated 
subsidiary, Cinergy Cooling Corp., plans to begin construction in
early September on a district chilled water system that will provide air
conditioning for downtown Cincinnati buildings.

The first phase of the system will include the installation of a chiller
plant in the basement of the Fourth and Walnut Centre.  A piping system to
distribute the chilled water and return it to the plant will be installed
this fall in the Fourth Street corridor between Walnut and Vine.  The first
portion of the system is to be completed in time for the 1997 cooling
season.

District chilled water technology is an efficient air conditioning method
that has been made more attractive by federal regulations banning the use
of certain chemical refrigerants commonly found in most downtown buildings'
cooling systems.  By connecting to a central chilled water system, building
owners avoid significant investments to retrofit existing systems or
install new systems using approved refrigerants.

Page 2.  Construction to begin on chilled water system

To minimize disruption in the downtown business district, Cinergy Cooling
is planning to limit construction to non-business hours.  Construction in
the street will be at night between 6 p.m. and 7 a.m.  When working, crews
and equipment will require each block to be closed during those hours each
day.  Completion of the work on Fourth Street is scheduled for mid-November. 
The street will remain open during business hours.

Cinergy Cooling is expecting to invest about $28 million in the first plant
and associated distribution system.  Additional phases are being planned to
serve other parts of the central business district.

###





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