CINERGY CORP
U-1/A, 1998-09-16
ELECTRIC & OTHER SERVICES COMBINED
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                                                           File No. 70-8867
                   
                 SECURITIES AND EXCHANGE COMMISSION
                         450 FIFTH STREET, N.W.
                         WASHINGTON, D.C.  20549
               __________________________________________
                     POST-EFFECTIVE AMENDMENT NO. 2
                                   TO 
                          FORM U-1 APPLICATION
                                  UNDER
             THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
              ____________________________________________
                                    
                              Cinergy Corp.
                         139 East Fourth Street
                         Cincinnati, Ohio  45202
                                    
                 (Name of company filing this statement
               and address of principal executive offices)
                                    
                              Cinergy Corp.
                                    
             (Name of top registered holding company parent)
                                    
                           William L. Sheafer
                      Vice President and Treasurer
                              Cinergy Corp.
                             (address above)
                                    
                 (Name and address of agent of service)
                                    
       Applicant requests that the Commission direct all notices, 
              orders and communications in this matter to:
                                    
                            George Dwight II
                             Senior Counsel 
                             Cinergy Corp. 
                            (address above) 
                              513-287-2643
                           513-287-3810 (fax)
                           [email protected]
                                    
     On July 31, 1998 Cinergy Corp. ("Cinergy") filed Post-Effective
Amendment No. 1 to its Application on Form U-1 in this docket (as so
amended, "Application").  Cinergy now further amends the Application as
provided below.
  
  1.   The following exhibits and financial statements are filed herewith:
  
       F-1    Preliminary opinion of counsel
       FS-1   Cinergy Pro Forma Consolidated Financial Statements, dated
              June 30, 1998
       FS-2   Cinergy Pro Forma Financial Statements, dated June 30, 1998
       FS-3   Cinergy Consolidated Financial Data Schedule
       FS-4   Cinergy Financial Data Schedule

<PAGE>
                                SIGNATURE

       Pursuant to the requirements of the Act, the undersigned company has
duly caused this statement to be signed on its behalf by the undersigned
thereunto duly authorized.
     
Dated:    September 16, 1998

                                        CINERGY CORP.
                                        By: /s/William L. Sheafer
                                            Vice President and Treasurer




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