UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM U-9C-3
QUARTERLY REPORT PURSUANT TO RULE 58
September 30, 1997
CINERGY CORP.
139 EAST FOURTH STREET
CINCINNATI, OHIO 45202
*Inquiries concerning this Form U-9C-3 should be directed to:
Teresa A. Zauss
Cinergy Corp.
1000 East Main Street
Plainfield, Indiana 46168
(317) 838-1115
<PAGE>
TABLE OF CONTENTS
Item Page
Number Number
1 Organization Chart . . . . . . . . . . . . . . . . . . . . .
2 Issuances and Renewals of Securities and Capital
Contributions. . . . . . . . . . . . . . . . . . . . . . .
3 Associate Transactions
Part I - Transactions Performed by Reporting Companies on
Behalf of Associate Utility Companies. . . . . . . . . .
Part II - Transactions Performed by Associate Utility
Companies on Behalf of Reporting Companies . . . . . . .
4 Summary of Aggregate Investment. . . . . . . . . . . . . . .
5 Other Investments. . . . . . . . . . . . . . . . . . . . . .
6a Financial Statements . . . . . . . . . . . . . . . . . . . .
6b Exhibits . . . . . . . . . . . . . . . . . . . . . . . . . .
Signatures . . . . . . . . . . . . . . . . . . . . . . . . .
<PAGE>
<TABLE>
<CAPTION>
ITEM 1. ORGANIZATION CHART
Energy or Percentage of
Gas-Related Date of State of Voting
Name of Reporting Company Company Organization Organization Securities Held
<S> <C> <C> <C> <C>
(Indentation indicates subsidiary relationship)
Cinergy Corp. (Cinergy)
Cinergy Investments, Inc. (Investments)
Cinergy Cooling Corp. (CoolCo) (1) Energy-Related 02/27/1996 Ohio 100%
Cinergy Capital & Trading, Inc. (Capital & Trading) (2) Energy-Related 10/08/1992 Indiana 100%
Cinergy Resources, Inc. (Cinergy Resources) (3) Energy-Related 01/07/1994 Delaware 100%
Cinergy Engineering, Inc. (Engineering) (4) Energy-Related 03/28/1997 Ohio 100%
Enertech Associates, Inc. (Enertech)* (5) Energy-Related 10/21/1992 Ohio 100%
Cinergy Solutions, Inc. (Solutions)
Trigen-Cinergy Solutions LLC (6) Energy-Related 02/18/1997 Delaware 50%
Trigen-Cinergy Solutions of Illinois L.L.C. (7) Energy-Related 04/17/1997 Delaware 49%
Trigen-Cinergy Solutions of Cincinnati LLC (new) (8) Energy-Related 08/29/1997 Ohio 51%
Cinergy-Cadence, Inc. (Cinergy-Cadence) (9) Energy-Related 12/27/1989 Indiana 100%
Cadence Network LLC (Cadence) (new) (10) Energy-Related 09/03/1997 Delaware 33.3%
<FN>
* Inactive
</FN>
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ITEM 1. ORGANIZATION CHART, Contd.
Nature of
Name of Reporting Company Business
<S> <C>
(Indentation indicates subsidiary relationship)
Cinergy Corp. (Cinergy)
Cinergy Investments, Inc. (Investments)
Cinergy Cooling Corp. (CoolCo) (1) Chilled Water
Cinergy Capital & Trading, Inc. (Capital & Trading) (2) Marketing and Trading
Energy Commodities
Cinergy Resources, Inc. (Cinergy Resources) (3) Marketing and Trading
Energy Commodities
Cinergy Engineering, Inc. (Engineering) (4) Engineering and Other
Technical Services
Enertech Associates, Inc. (Enertech)* (5) Utility Management
Consulting Services
Cinergy Solutions, Inc. (Solutions)
Trigen-Cinergy Solutions LLC (6) Development of
Qualifying Facilities
Trigen-Cinergy Solutions of Illinois L.L.C. (7) Development of
Qualifying Facilities
Trigen-Cinergy Solutions of Cincinnati LLC (new) (8) Chilled Water
Cinergy-Cadence, Inc. (Cinergy-Cadence) (9) Holds Investments
Ownership Interest
in Cadence
Cadence Network LLC (Cadence) (new) (10) Energy Management
Services and
Consulting Services
<FN>
* Inactive
</FN>
</TABLE>
<PAGE>
ITEM 1. ORGANIZATION CHART (Continued)
(1) Effective August 29, 1997, CoolCo was merged with and into Trigen-Cinergy
Solutions of Cincinnati LLC, with said LLC being the surviving company.
The surviving company is jointly owned by Cinergy Solutions, Inc. (51%)
and an affiliate of Trigen Energy Corporation (49%).
(2) During the third quarter of 1997, Capital & Trading marketed and traded
primarily natural gas and other energy commodities as well as derivative
commodity instruments on a nationwide basis.
(3) During the third quarter of 1997, Cinergy Resources continued in its
business of retail marketing of natural gas on a non-regulated basis to
industrial and large commercial customers, primarily in the states of
Ohio, Kentucky, and Indiana. New offices have been established in
Cleveland, Ohio and Pittsburgh, Pennsylvania. In connection with its
retail gas marketing business, Cinergy Resources acquires gas supplies and
related transportation capacity to support such sales.
(4) During the third quarter of 1997, Engineering provided engineering designs
and engineering technical support in connection with various projects or
proposals related to, among other things, electric substations and
distribution facilities.
(5) See Note 12(d) of the "Notes to Financial Statements" in Cinergy's 1996
Form 10-K for a discussion of certain litigation involving Enertech.
(6) During the third quarter of 1997, Trigen-Cinergy Solutions LLC
investigated opportunities throughout the United States for providing
self-generation, cogeneration, tri-generation, and similar energy asset
type projects.
(7) During the third quarter of 1997, Trigen-Cinergy Solutions of Illinois
L.L.C. investigated opportunities in Illinois for providing self-
generation, cogeneration, tri-generation, and similar energy asset type
projects.
(8) Trigen-Cinergy Solutions of Cincinnati LLC was formed during the third
quarter of 1997 and assumed the district cooling business in downtown
Cincinnati of CoolCo (see above) and is engaged in that business.
(9) Cinergy-Cadence, formerly PSI Power Resource Operations, Inc., is
dedicated solely to holding Investments' one-third ownership interest in
Cadence and acquired that interest in the third quarter of 1997.
(10) Cadence was formed during the third quarter of 1997 as a joint venture
with New Century Energies, Inc. and Florida Progress Corporation to
provide a single source for both energy management services and products
designed to lower energy costs for national customers that operate in
multiple locations across the country. Cadence commenced initial
operations in the third quarter of 1997.
<PAGE>
<TABLE>
<CAPTION>
ITEM 2. ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS
Associate Company Energy-Related Company Type of Net Change in
Advancing Funds_ Receiving Funds___ Transaction Borrowings/Contributions
(in thousands)
<S> <C> <C> <C> <C>
Investments Enertech Open account advance $ 577
Investments CoolCo Merger with and into Trigen-Cinergy
Solutions of Cincinnati LLC (12,127)*
Investments Engineering Open account advance (5)
Investments Cinergy Resources Open account advance 404
Investments Capital & Trading Open account advance 3,888
Investments Cinergy-Cadence Open account advance 2,650
Cinergy-Cadence Cadence Capital contribution 2,650
Solutions Trigen-Cinergy Solutions LLC Open account advance 434
Solutions Trigen-Cinergy Solutions of Cincinnati LLC Capital contribution *
<FN>
*- Due diligence work has not yet been completed with respect to a potential post-closing adjustment to the purchase price paid by
Trigen Energy Corporation for its affiliate's 49% interest in Trigen-Cinergy Solutions of Cincinnati LLC. Final accounting entries
cannot be made until that due diligence work has been completed. The parties have committed to complete the due diligence process
by the end of November 1997. In any event, Solutions sold 49% of its interest in the assets, liabilities, and equity to Trigen
Energy Corporation's affiliate and all of the assets, liabilities, and equity of CoolCo as of August 29, 1997, were merged with and
into Trigen-Cinergy Solutions of Cincinnati LLC.
</FN>
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ITEM 3. ASSOCIATE TRANSACTIONS
Part I - Transactions Performed by Reporting Companies on Behalf of Associate Utility Companies
Reporting Company Associate Utility Company Types of Direct Indirect Total
Rendering Receiving Services Costs Costs Cost of Amount
Services Services Rendered Charged Charged Capital Billed
<S> <C> <C> <C> <C> <C> <C>
NONE
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ITEM 3. ASSOCIATE TRANSACTIONS (Continued)
Part II - Transactions Performed by Associate Utility Companies on Behalf of Reporting Companies
Associate Utility Reporting Company Types of Direct Indirect Total
Company Rendering Receiving Services Costs Costs Cost of Amount
Services Services Rendered Charged Charged Capital Billed
<S> <C> <C> <C> <C> <C> <C>
NONE
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ITEM 4. SUMMARY OF AGGREGATE INVESTMENT
September 30, 1997
(in thousands)
<S> <C> <C>
Investments in Energy-Related Companies:
Total consolidated capitalization of Cinergy
as of September 30, 1997 $6,051,159
Total capitalization multiplied by 15% 907,674
Greater of $50 million or total capitalization
multiplied by 15% 907,674
Total current aggregate investment subsequent to
March 24, 1997 (categorized by major line of energy-
related business):
Energy-related business category "i" (1) 18,650
Energy-related business category "v" (2) 32,671
Energy-related business category "vi" (3) *
Energy-related business category "vii" (4) 1,330
Energy-related business category "viii" (5) 869
Total current aggregate investment 53,520
Difference between the greater of $50 million or 15%
of capitalization and the total aggregate investment
of the registered holding company system $854,154
(1) Rule 58 defines category "i" as the rendering of energy management services and
demand-side management services.
(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.
<FN>
*- Due diligence work has not yet been completed with respect to a potential post-closing adjustment
to the purchase price paid by Trigen Energy Corporation for its affiliate's 49% interest in Trigen-
Cinergy Solutions of Cincinnati LLC. Final accounting entries cannot be made until that due
diligence work has been completed. The parties have committed to complete the due diligence process
by the end of November 1997.
</FN>
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
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)
<S> <C> <C> <C>
Energy-related business category "v" 6,172 - Investment in energy-related
Energy-related business category "vi" 10,215 - businesses prior to the
Energy-related business category "vii" 15,215 - effective date of Rule 58,
Energy-related business category "viii" 552 - March 24, 1997.
</TABLE>
<PAGE>
ITEM 6. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements
Filed pursuant to Rule 104(b) on a confidential basis.
(b) Exhibits
None
<PAGE>
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: November 26, 1997
By ________
John P. Steffen
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 second quarter of 1997 was filed with Cinergy Corp's
interested state commissions whose names and addresses are listed below.
The Public Utilities Commission of Ohio
Craig Glazer, Chairman
180 East Broad Street
Columbus, OH 43266
Indiana Utility Regulatory Commission
William D. McCarty, Chairman
302 W. Washington Street, Suite E306
Indianapolis, IN 46204
Kentucky Public Service Commission
B. J. Helton, Chairman
P.O. Box 615
Frankfort, KY 40602
