SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM U5S
ANNUAL REPORT
FOR THE YEAR ENDED DECEMBER 31, 1999
FILED PURSUANT TO THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935 BY
CINERGY CORP.
139 EAST FOURTH STREET
CINCINNATI, OHIO 45202
(Name and address of each registered holding company in the system)
<PAGE>
TABLE OF CONTENTS
- --------------------------------------------------------------------------------
ITEM PAGE
NUMBER NUMBER
- -------- --------
1 System Companies and Investments Therein
as of December 31, 1999.......................... 3-9
2 Acquisitions or Sales of Utility Assets.................. 12
3 Issue, Sale, Pledge, Guarantee, or Assumption
of System Securities................................... 13
4 Acquisition, Redemption, or Retirement of
System Securities...................................... 14
5 Investments in Securities of Nonsystem Companies......... 15-16
6 Officers and Directors
Part I. Name, principal business
address, and positions held as
of December 31, 1999...................... 17-49
Part II. Financial connections as of
December 31, 1999......................... 50
Part III. Compensation and other
related information....................... 51
7 Contributions and Public Relations....................... 52
8 Services, Sales, and Construction Contracts.............. 53
Part I. Intercompany sales and service............ 53
Part II. Contracts to purchase services or
goods between any system company
and any affiliate......................... 53
Part III. Employment of any person by any
system company for the performance
on a continuing basis of management
services.................................. 53
9 Exempt Wholesale Generators (EWGs) and Foreign
Utility Companies (FUCOs).............................. 54-68
10 Financial Statements and Exhibits
Index to Financial Statements.......................... 69-71
Exhibits............................................... 72-88
Signatures............................................... 89
<PAGE>
<TABLE>
<CAPTION>
ITEM 1. SYSTEM COMPANIES AND INVESTMENTS THEREIN AS OF DECEMBER 31, 1999
<S> <C> <C> <C> <C> <C>
NUMBER OF % OF
COMMON VOTING ISSUER'S OWNER'S UNSECURED
NAME OF COMPANY SHARES OWNED POWER BOOK VALUE BOOK VALUE DEBT
(Indentation indicates subsidiary relationship) (dollars in thousands)
CINERGY CORP. (CINERGY)
THE CINCINNATI GAS & ELECTRIC COMPANY (CG&E) 89,663,086 100 $1,659,165 $1,659,165 -
The Union Light, Heat and Power Company (ULH&P) 585,333 100 132,050 132,050 -
Tri-State Improvement Company (Tri-State) 1,000 100 39,944 39,944 $38,143
Lawrenceburg Gas Company (Lawrenceburg) 10,768 100 7,411 7,411 -
The West Harrison Gas and Electric Company (West Harrison) 2,000 100 380 380 -
Miami Power Corporation (Miami) 1,000 100 11 11 -
KO Transmission Company (KO Transmission) 10 100 584 584 -
PSI ENERGY, INC. (PSI) (1) 53,913,701 100 1,055,697 1,055,697 -
South Construction Company, Inc. (South Construction) 10 100 - - -
Cinergy Services, Inc. (Services) 50 100 (1,828) (1,828) -
CINERGY INVESTMENTS, INC. (INVESTMENTS) 100 100 62,835 62,835 -
CINERGY-CADENCE, INC. 100 100 (3,268) (3,268) -
Cadence Network LLC (Cadence) N/A 33 780 780 -
CINERGY CAPITAL & TRADING, INC. (CAPITAL & TRADING) 100 100 36,409 36,409 -
CinCap MVC OpCo, LLC (2) N/A 100 38 38 -
CinCap IV, LLC N/A 10 (1,278) (1,278) -
CinCap V, LLC N/A 10 (565) (565) -
CinCap VI, LLC N/A 100 7,340 7,340 -
CINCAP VIII, LLC (3) N/A 100 (40) (40) -
VMC GENERATING COMPANY (4) N/A 50 - - -
CinCap VII, LLC (5) N/A 100 - - -
Duke Energy Madison, LLC (6) N/A 100 - - -
Duke Energy Vermillion, LLC (7) N/A 100 - - -
Westwood Operating Company, LLC N/A 100 (2,689) (2,689) -
CinPower I, LLC N/A 100 1,680 1,680 -
Cinergy Marketing & Trading, LLC (8) N/A 100 38,571 38,571 -
CINERGY COMMUNICATIONS, INC. (COMMUNICATIONS) 100 100 (1,326) (1,326) -
Cinergy Telecommunications Networks Holdings, Inc. (9) N/A 100 - - -
Lattice Communications, LLC (10) N/A 100 34,060 34,060 -
Cinergy Engineering, Inc. (Engineering) 100 100 (84) (84) -
CINERGY-CENTRUS, INC. (11) 100 100 185 185 -
Centrus, LLP (12) N/A 33 - - -
Cinergy-Centrus Communications, Inc. (13) 500 100 (312) (312) -
Cinergy Resources, Inc. 10 100 (6,294) (6,294) -
CINERGY SOLUTIONS, INC. (SOLUTIONS) 100 100 (1,535) (1,535) -
1388368 Ontario Inc. (14) 100 100 20 20 -
3036243 Nova Scotia Company (15) 100 100 - - -
Cinergy Solutions Limited Partnership (16) N/A 100 20,020 20,020 -
Cinergy Business Solutions, Inc. (17) 500 100 2,362 2,362 -
Rose Technology Group Limited (18) 1 100 - - -
Cinergy Customer Care, Inc.* 500 100 - - -
Cinergy EPCOM, LLC (19) N/A 100 - - -
Cinergy EPCOM College Park, LLC (20) N/A 100 - - -
Cinergy Solutions of Golden, Inc.* (21) 100 100 - - -
Cinergy Solutions of Tuscola, Inc. 100 100 (543) (543) -
Energy Equipment Leasing LLC* N/A 49 - - -
Trigen-Cinergy Solutions LLC (Trigen-Cinergy) N/A 50 3,678 3,678 -
Trigen-Cinergy Solutions of Ashtabula, LLC (22) N/A 49 537 537 -
Trigen-Cinergy Solutions of Baltimore LLC N/A 49 1,411 1,411 -
Trigen-Cinergy Solutions of Boca Raton, LLC N/A 51 3,205 3,205 -
Trigen-Cinergy Solutions of Cincinnati LLC
(Trigen-Cinergy Cincinnati) N/A 51 (63) (63) -
Trigen-Cinergy Solutions of College Park, LLC (23) N/A 49 30 30 -
Trigen-Cinergy Solutions of Danville LLC* (24) N/A 49 - - -
Trigen-Cinergy Solutions of Illinois L.L.C.
(Trigen-Cinergy Illinois) N/A 49 - - -
Trigen-Cinergy Solutions of Lansing LLC (25) N/A 51 - - -
Trigen-Cinergy Solutions of Orlando LLC N/A 51 (14) (14) -
Trigen-Cinergy Solutions of Owings Mills LLC (26) N/A 49 - - -
Trigen-Cinergy Solutions of Owings Mills Energy
Equipment Leasing, LLC (27) N/A 49 - - -
Trigen-Cinergy Solutions of Rochester LLC (28) N/A 49 - - -
Trigen-Cinergy Solutions of Silver Grove LLC (29) N/A 49 - - -
Trigen-Cinergy Solutions of St. Paul LLC N/A 49 - - -
St. Paul Cogeneration LLC N/A 50 - - -
Trigen-Cinergy Solutions of Tuscola, LLC N/A 49 5,912 5,912 -
CINERGY SUPPLY NETWORK, INC. 500 100 (335) (335) -
Reliant Services, LLC N/A 50 2,832 2,832 -
Cinergy Technology, Inc. (Technology) 100 100 (251) (251) -
Enertech Associates, Inc. (Enertech) 100 100 (15,483) (15,483) -
CINERGY GLOBAL RESOURCES, INC. (GLOBAL RESOURCES) 100 100 23,010 23,010 -
CINERGY GLOBAL POWER, INC. (GLOBAL POWER) 100 100 96,886 96,886 -
CINERGY GLOBAL ELY, INC. 100 100 1,483 1,483 -
EPR Ely Power Limited 214,186 30 4,942 4,942 -
EPR Ely Limited 1,000,000 100 595 595 -
Ely Power Limited* (30) 2 100 - - -
Anglian Straw Limited (31) 100 100 (70) (70) -
CINERGY GLOBAL FOOTE CREEK, INC. (32) 100 100 14,374 14,374 -
Foote Creek III, LLC (33) N/A 100 14,031 14,031 -
CINERGY GLOBAL FOOTE CREEK II, INC. (34) 100 100 - - -
Foote Creek II, LLC (35) N/A 100 - - -
Cinergy Global Power Services Limited 1,001,000 100 - - -
Cinergy Global Power Limited* 2 100 - - -
MPI International Limited* 2 100 - - -
Cinergy Global Power (UK) Limited (36) 758,242 100 - - -
Cinergy Global Trading Limited (37) 184,908 100 - - -
CINERGY GLOBAL SAN GORGONIO, INC. 100 100 - - -
San Gorgonio Westwinds II, LLC N/A 50 - - -
CINERGY GLOBAL HOLDINGS, INC. 500 100 - - -
CINERGY HOLDINGS B.V. 7,652 100 140,504 140,504 -
CINERGY ZAMBIA B.V. 4,525 100 47,041 47,041 -
Copperbelt Energy Corporation PLC (Copperbelt) 3,890,000 39.4 119,394 119,394 -
CINERGY TURBINES B.V. 650 100 2,202 2,202 -
EOS PAX I S.L. (EOS I) 485 48.5 1,499 1,499 -
EOS PAX IIa S.L. (EOS II) 485 48.5 703 703 -
CINERGY HYDRO B.V. 130,001 100 1,445 1,445 -
CONSTRUCCIONES Y REPRESENTACIONES
INDUSTRIALES S.A. (CRISA) 85,908 95.5 1,513 1,513 -
Cinergy Global Power Iberia, S.A. (Iberia)* (38) 1,000 100 - - -
Escambeo, S.L.* (39) 2,500 50 - - -
Parque Eolico de Ascoy, S.A. (Ascoy) (40) 8,335 19.5 1,414 1,414 -
Ventoabrego, S.L.* (41) 2,500 50 - - -
Vendresse Limited* 1 100 - - -
CINERGY 1 B.V. 50 100 6,617 6,617 -
Startekor Investeeringute OU (Startekor) 26,800 67 9,876 9,876 -
Aktsiaselts Narva Elektrivork (Narva) 843,137 67 14,741 14,741 -
CINERGY GLOBAL RESOURCES 1 B.V. 400 100 81,631 81,631 -
Moravske Teplarny a.s. (Teplarny) 11 100 13,859 36,150 -
Plzenska Energetika s.r.o. (Energetika) 489,157,000 100 19,784 17,588 -
Cinergy Global Resources a.s. 2 100 (270) (270) -
Cinergetika U/L a.s. (Cinergetika) (42) 701 99.9 21,191 22,122 -
Energetika Chropyne a.s. (Chropyne) (43) 125 100 4,384 1,606 -
Teplarna Otrokovice a.s. (Otrokovice) (44) 55,608 12 - - -
CINERGY 2 B.V. 500 100 1,568 1,568 -
Desarrollo Eolico del Ebro S.A. (Desebro) 3,608 50 3,136 3,136 -
Northeolic Pico Gallo, S.L.* (45) 251 33.4 - - -
Desarrollos Eolico El Aguila, S.A.* (46) 130 11.5 - - -
Sinergia Aragonesa, S.L.* (47) 200 20 - -
CINERGY GLOBAL BAGHABARI I B.V. (48) 400 100 - - -
Baghabari Power Company Limited (49) 2 50 - - -
CINERGY GLOBAL BAGHABARI II B.V. (50) 400 100 - - -
Baghabari Power Company Limited (49) 2 50 - - -
Cinergy Global 3 B.V.* (51) 18,152 100 - - -
Cinergy Global 4 B.V.* (52) 18,152 100 - - -
CINERGY GLOBAL (CAYMAN) HOLDINGS, INC.* (53) 100 100 - - -
Cinergy Global Hydrocarbons Pakistan* 100 100 - - -
Cinergy Global Tsavo Power* (54) 100 100 - - -
Cinergy MPI IV, Inc.* 100 100 - - -
Cinergy MPI V, Inc.* 100 100 - - -
Cinergy MPI VI, Inc.* 100 100 - - -
Cinergy MPI VII, Inc.* 100 100 - - -
Cinergy MPI VIII, Inc.* 100 100 - - -
Cinergy MPI IX, Inc.* 100 100 - - -
Cinergy MPI X, Inc.* 100 100 - - -
Cinergy MPI XI, Inc.* 100 100 - - -
Cinergy MPI, XII, Inc.* 100 100 - - -
Cinergy MPI XIII, Inc.* 100 100 - - -
Cinergy MPI XIV, Inc.* 100 100 - - -
Cinergy MPI XV, Inc.* 100 100 - - -
Midlands Hydrocarbons (Bangladesh) Limited (Semutang) 4,535,000 100 7,594 7,594 -
Powermid No. 1* 2 100 - - -
CINERGY UK, INC. (CINERGY UK) 1,000 100 (106,905) (106,905) -
PSI ARGENTINA, INC. (ARGENTINA)* 100 100 18,808 18,808 -
Costanera Power Corp. (Costanera)* 100 100 - - -
PSI Energy Argentina, Inc.* 100 100 25,750 25,750 -
<FN>
* Inactive at December 31, 1999.
- Amounts are less than $1,000.
Notes are on the next page.
</FN>
</TABLE>
<PAGE>
ITEM 1. SYSTEM COMPANIES AND INVESTMENTS THEREIN AS OF DECEMBER 31, 1999
(CONTINUED)
(1) PSI also has voting cumulative preferred stock outstanding at December 31,
1999, as follows:
CLASS SHARES OUTSTANDING VOTE PER SHARE
----- ------------------ --------------
Par value $100 639,626 1 vote
Par value $ 25 317,924 1/4 vote
(2) CinCap MVC OpCo, LLC, a Delaware limited liability company, was formed in
September 1999 to provide operational services to VMC Generating Company.
(3) CinCap VIII, LLC, a Delaware limited liability company, is dedicated to
holding Cinergy's 50% interest in VMC Generating Company.
(4) VMC Generating Company, a Texas general partnership, was formed in
September 1999 to hold all of the equity interests in three special-purpose
companies (i.e., CinCap VII, LLC, Duke Energy Madison, LLC and Duke Energy
Vermillion, LLC) developing three separate exempt wholesale generator
("EWG") electric generating facilities, two of which stations are located
in Indiana and one in Ohio. The partnership is jointly owned by CinCap
VIII, LLC and Duke Energy Trenton, LLC, a subsidiary of Duke Energy
Corporation.
(5) CinCap VII, LLC, a Delaware limited liability company, was formed in
December 1998 to own an electric generation peaking plant to be developed
in Cadiz, Indiana. CinCap VIII, LLC is an EWG.
(6) Duke Energy Madison, LLC, a Delaware limited liability company, was formed
to develop and own an electric generation peaking plant in Madison,
Indiana. Duke Energy Madison, LLC is an EWG. Cinergy acquired its 50%
ownership interest in Duke Energy Madison, LLC in September 1999 by means
of VMC Generating Company.
(7) Duke Energy Vermillion, LLC, a Delaware limited liability company, was
formed to develop and own an electric generation peaking plant in
Vermillion, Ohio. Duke Energy Vermillion, LLC is an EWG. Cinergy acquired
its 50% ownership interest in Duke Energy Vermillion, LLC in September 1999
by means of VMC Generating Company.
(8) Cinergy Marketing & Trading, LLC (formerly known as Producers Energy
Marketing, LLC) was renamed in 1999.
(9) Cinergy Telecommunications Networks Holdings, Inc., a Delaware company, was
formed in December 1999 to hold Cinergy's interest in one or more exempt
telecommunications companies ("ETC's").
(10) Lattice Communications, LLC, a Delaware limited liability company, was
formed in January 1999 to acquire and develop a portfolio of communication
towers in the Midwest and lease space to wireless communication providers.
Lattice Communications, LLC is an ETC.
(11) Cinergy-Centrus, Inc., a Delaware corporation, filed a notice at the
Federal Communications Commission ("FCC") relinquishing its ETC status
during 1999. Cinergy is in the process of dissolving this company.
(12) Centrus, LLP, an Indiana limited liability partnership, also filed a notice
at the FCC relinquishing its ETC status during 1999. Cinergy is in the
process of dissolving this entity.
(13) Cinergy-Centrus Communications, Inc., a Delaware corporation, also filed a
notice at the FCC relinquishing its ETC status during 1999. Cinergy is in
the process of dissolving this company.
(14) 1388368 Ontario, Inc., an Ontario company, was formed in December 1999 to
facilitate the financing of the Rose Technology Group Limited acquisition
by Cinergy Business Solutions, Inc.
(15) 3036243 Nova Scotia Company, a Nova Scotia company, was also formed in
December 1999 to facilitate the financing of the Rose Technology Group
Limited acquisition by formerly Cinergy Business Solutions, Inc.
(16) Cinergy Solutions Limited Partnership, an Ontario partnership, was also
formed in December 1999 to facilitate the financing of the Rose Technology
Group Limited acquisition by Cinergy Business Solutions, Inc.
(17) Cinergy Business Solutions, Inc., a Delaware corporation, through its
acquisition of Rose Technology Group, expanded its United States based
energy management business into Canada.
(18) Rose Technology Group, an Ontario company, was acquired in December 1999 to
market energy-related services to industrial and commercial customers in
Canada.
(19) Cinergy EPCOM, LLC, a Delaware limited liability company, was formed in
August 1999 to market various utility-related engineering, procurement,
construction, operation, and maintenance functions.
(20) Cinergy EPCOM College Park, LLC, a Delaware limited liability company, was
formed in August 1999 to perform various utility-related engineering,
procurement, construction, operation, and maintenance functions at the
University of Maryland.
(21) Cinergy Solutions of Golden, Inc., a Delaware corporation, was formed in
March 1999 to acquire certain existing cogeneration assets located in
Golden, Colorado.
(22) Trigen-Cinergy Solutions of Ashtabula, LLC, a Delaware limited liability
company, was formed in April 1999 to develop, construct, operate, and
maintain energy facilities located in Ashtabula, Ohio, and to sell
associated electricity and other energy-related products and services.
(23) Trigen-Cinergy Solutions of College Park, LLC, a Delaware limited liability
company, was formed in February 1999, to operate and maintain cogeneration
equipment located in College Park, Maryland and owned by the University of
Maryland.
(24) Trigen-Cinergy Solutions of Danville LLC, a Delaware limited liability
company, was formed in November 1999 to acquire existing cogeneration
assets.
(25) Trigen-Cinergy Solutions of Lansing LLC, a Delaware limited liability
company, was formed in November 1999 to enter an LLC Agreement with US
Filter Operating Services, Inc. to develop, construct, and operate certain
energy facilities to be located at the General Motors Corporation in
Lansing, Michigan.
(26) Trigen-Cinergy Solutions of Owings Mills LLC, a Delaware limited liability
company, was formed in September 1999 to develop, construct, operate, and
maintain certain energy facilities to be located at the Sweetheart Cup
Corporation in Owings Mills, Maryland.
(27) Trigen-Cinergy Solutions of Owings Mills Energy Equipment Leasing, LLC, a
Delaware limited liability company, was formed in October 1999 to lease,
sell, or finance energy-related equipment.
(28) Trigen-Cinergy Solutions of Rochester LLC, a Delaware limited liability
company, was formed in October 1999 to provide energy services to Kodak
Park in Rochester, New York.
(29) Trigen-Cinergy Solutions of Silver Grove LLC, a Delaware limited liability
company, was formed in March 1999 to provide energy and other services to
the Lafarge Gypsum manufacturing plant in Silver Grove, Kentucky. These
services will include the design, installation, and operation of a combined
heat and power system.
(30) Ely Power Limited, was formed under the laws of England and Wales in 1997.
Cinergy acquired an indirect 30% interest in this entity during September
1999. Ely Power Limited previously held a power purchase agreement for a 36
megawatt ("MW") straw-fired power plant at Ely, United Kingdom. Ely Power
Limited is currently dormant.
(31) Anglian Straw Limited, a company formed under the laws of England in 1990,
was acquired in September 1998.
(32) Cinergy Global Foote Creek, Inc., a Delaware corporation, was formed in May
1999 to hold Cinergy's interest in Foote Creek III, LLC.
(33) Foote Creek III, LLC, a Delaware limited liability company, was acquired in
August 1999 and is an EWG. Foote Creek III, LLC is a wind farm located near
Laramie, Wyoming and has an electric generation capacity of 25 MW.
(34) Cinergy Global Foote Creek II, Inc., a Delaware corporation, was formed in
November 1999 to hold Cinergy's interest in Foote Creek II, LLC.
(35) Foote Creek II, LLC, a Delaware limited liability company, was established
to acquire a wind farm located near Laramie, Wyoming with an electric
generation capacity of 1.8 MW.
(36) Cinergy Global Power (UK) Limited was formed in February 1998 under the
laws of England and owns and operates a 29 MW gas turbine generator located
near Redditch, Worscestershire, United Kingdom, which supplies wholesale
electricity. This company is a foreign utility company ("FUCO").
(37) Cinergy Global Trading Limited was formed in May 1999, under the laws of
England, and is involved in the marketing of gas and electricity in
connection with Cinergy's European FUCO businesses.
(38) Cinergy Global Power Iberia, S.A., a Spanish company, was formed in June
1998 and holds Cinergy's 50% interest in Escambeo, S.L.
(39) Escambeo, S.L., a Spanish company, was formed in December 1999 to develop a
wind farm with installed electric generating capacity of 50 MW in Galacia,
Spain.
(40) Parque Eolico de Ascoy, S.A., a Spanish company, was acquired in April 1998
and is a FUCO. Parque Eolico de Ascoy, S.A. is a wind farm located in the
Murcia Province of southeastern Spain consisting of nine 660 kW wind
turbines providing electric generating capacity of approximately 6 MW.
Commercial operations commenced in January 1999.
(41) Ventoabrego, S.L., a Spanish company was formed in November 1999 to develop
wind farms with a total installed electric generating capacity of 50 MW in
Galacia, Spain.
(42) Cinergetika U/L a.s., (formerly Setuza energetika, a.s.), a Czech Republic
company, was acquired in February 1999 and is a FUCO. Cinergetika U/L a.s.
owns and operates coal-fired electric generation and associated
transmission and distribution assets in the city of Usti nad Labem, Czech
Republic.
(43) Energetika Chropyne a.s., a Czech Republic company, was acquired in May
1999 and is a FUCO. Energetika Chropyne a.s. owns and operates electric
generation and distribution assets located in and around the town of
Chropyne, Czech Republic.
(44) Teplarna Otrokovice a.s., a Czech Republic company, was acquired in March
1999 and is a FUCO. Teplarna Otrokovice a.s. owns and operates electric
generation assets in and around the town of Otrokovice, Czech Republic.
(45) Northeolic Pico Gallo, S.L., a Spanish company, was formed in August 1999
and is 33% owned by Cinergy. Northeolic Pico Gallo, S.L. was formed to
develop a wind farm with a total installed generating capacity of 25 MW in
Asturia, Spain.
(46) Desarrollos Eolico El Aguila, S.A.,a Spanish company, was formed in October
1998 to develop a wind farm with a generating capacity of 19.5 MW in
Zaragoza, Spain. Cinergy, through its wholly-owned subsididary, owns an
11.5% interest in Desarrollos Eolico El Aguila, S.A..
(47) Sinergia Aragonesa, S.L., a Spanish company, was formed in October 1999 to
pursue certain project developments in Spain. Cinergy, through its
wholly-owned subsidiary, owns a 20% interest in Sinergia Aragonesa, S.L..
(48) Cinergy Global Baghabari I B.V., a Dutch company, was formed in March 1999
and holds Cinergy's ownership interest in Baghabari Power Company Limited.
(49) Baghabari Power Company Limited, a Dutch company, was formed in March 1999
and holds the rights and assets relating to the Baghabari Power Project in
Bangladesh.
(50) Cinergy Global Baghabari II B.V., a Dutch company, was formed in March 1999
and holds Cinergy's ownership interest in Baghabari Power Company Limited.
(51) Cinergy Global 3 B.V., a Dutch company, was formed in July 1999 for future
FUCO project developments and acquisitions.
(52) Cinergy Global 4 B.V., a Dutch company, was formed in July 1999 for future
FUCO project developments and acquisitions.
(53) Cinergy Global (Cayman) Holdings, Inc. (formerly Cinergy MPI III, Inc.), a
Cayman Island company, was renamed during 1999.
(54) Cinergy Global Tsavo Power (formerly Cinergy MPI II, Inc.), a Cayman Island
company, was renamed during 1999.
<PAGE>
ITEM 2. ACQUISITIONS OR SALES OF UTILITY ASSETS
None
<PAGE>
<TABLE>
<CAPTION>
ITEM 3. ISSUE, SALE, PLEDGE, GUARANTEE, OR ASSUMPTION OF SYSTEM SECURITIES
<S> <C> <C> <C> <C> <C> <C> <C>
PRINCIPAL AMOUNT
NAME OF OR STATED VALUE
COMPANY ISSUING, --------------------
NAME OF ISSUER SELLING, PLEDGING, PLEDGED,
AND GUARANTEEING, OR ISSUED GUARANTEED, DATE OF COMMISSION
TITLE OF ISSUE ASSUMING SECURITIES AND SOLD OR ASSUMED TRANSACTION PROCEEDS AUTHORIZATION
(in thousands)
TRIGEN-CINERGY CINCINNATI
County of Hamilton, Ohio, Ohio Trigen-Cinergy Rule 52 (See certificate
Note due June 1, 2023 Cincinnati $ 8,000 05/25/99 $ 7,940 of notification on form
U-6B-2 filed 05/28/99.)
PSI
Debentures 7.85% due
October 15, 2007 PSI $265,000 10/20/99 $263,209 Rule 52
ULH&P
Debentures 7.875% due
September 15, 2009 ULH&P $ 20,000 09/17/99 $ 9,818 Rule 52
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ITEM 4. ACQUISITION, REDEMPTION, OR RETIREMENT OF SYSTEM SECURITIES
<S> <C> <C> <C> <C> <C> <C>
NAME OF COMPANY PRINCIPAL EXTINGUISHED COMMISSION
ACQUIRING, NUMBER OF AMOUNT (E) OR HELD FOR AUTHORIZATION
REDEEMING, OR SHARES RETIRED CONSIDERATION FURTHER OR
NAME OF ISSUER AND TITLE OF ISSUE RETIRING SECURITIES REDEEMED (thousands) (thousands) DISPOSITION (D) EXEMPTION
CG&E
First Mortgage Bonds
7.20% Series Due October 1, 2023 CG&E $34,500 $33,494 E Rule 42
PSI
First Mortgage Bonds
8.85% Series CCC Due January 15, 2022 PSI 7,000 8,666 E Rule 42
7.125% Series AAA Due February 1, 2024 PSI 20,000 18,984 E Rule 42
Debentures 8.67 % Medium-term Notes
Series A Due June 1, 2022 PSI 17,000 18,124 E Rule 42
Debentures 8.75 % Medium-term Notes
Series A Due May 19, 2022 PSI 5,000 5,345 E Rule 42
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ITEM 5. INVESTMENTS IN SECURITIES OF NONSYSTEM COMPANY
<S> <C> <C> <C>
AGGREGATE AMOUNT OF
INVESTMENTS IN PERSONS
(ENTITIES) OPERATING IN
RETAIL SERVICE AREA NUMBER
NAME OF OF OWNER PERSONS
COMPANY (In Thousands) (Entities) DESCRIPTION OF PERSONS (Entities) (1)
- ------------ ---------------------- ---------- ------------------------------------------------------------------------
CG&E $ 60 3 Limited partnerships which own, rehabilitate, and maintain apartment
buildings for low income housing
CG&E 498 2 Limited partnerships which invest in small and minority- or female-owned
businesses
CG&E 15 2 Community improvement fund
CG&E 1,667 1 Limited liability corporation which invests in projects relating to
downtown Cincinnati
ULH&P 2 2 Economic development corporation
PSI 1,969 3 Limited partnerships which make long-term investments in Indiana and
other Midwestern businesses
PSI 515 1 Limited partnership which invests in start-up companies
PSI 5 1 Economic development corporation
PSI 14 1 Manufacturer of construction materials
PSI 3 1 Economic development corporation
PSI 1 1 Economic development corporation
PSI 1 1 Economic development corporation
Investments 1,667 1 Limited liability corporation which invests in projects relating to
downtown Cincinnati
Technology 1,667 1 Limited liability corporation which invests in projects relating to
downtown Cincinnati
Cinergy 1,667 1 Limited liability corporation which invests in projects relating to
downtown Cincinnati
<FN>
(1) All of PSI's investments in securities, except for its partnership
interests, represent bankruptcy distributions applicable to obligations of
customers incurred in the ordinary course of business.
</FN>
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ITEM 5. INVESTMENTS IN SECURITIES OF NONSYSTEM COMPANIES (CONTINUED)
2. Securities Not Included In Item 5, No. 1:
<S> <C> <C> <C> <C> <C> <C>
OWNER'S
NAME OF NAME OF DESCRIPTION NUMBER OF % OF NATURE OF BOOK VALUE
COMPANY ISSUER OF SECURITY SHARES VOTING POWER BUSINESS (In Thousands)
- ------- ------------------------- ------------------ --------- ------------ --------------------- --------------
CG&E Ohio Valley Electric Corp. Common stock 9,000 9% Public Utility $ 900
PSI Circle Center Mall Limited partnership N/A N/A Shopping Mall in 2,540
Indianapolis, Indiana
PSI Lynx Capital Corp. Stock 25 (1) Invests in minority- 127
owned businesses
Cinergy Nth Power Technology Limited Partner N/A N/A Invests in energy 9,143
Fund I, L. P. technology companies
<FN>
(1) Not available
</FN>
</TABLE>
<PAGE>
ITEM 6. OFFICERS AND DIRECTORS AS OF DECEMBER 31, 1999
PART I
POSITION HELD AT
NAME (ADDRESS)* DECEMBER 31, 1999*
Cinergy
Neil A. Armstrong (a) D
James K. Baker (c) D
Michael G. Browning (d) D
Phillip R. Cox (e) D
Kenneth M. Duberstein (f) D
Cheryl M. Foley (a) D, VP, S
John A. Hillenbrand II (g) D
George C. Juilfs (h) D
Melvin Perelman, Ph.D. (i) D
Thomas E. Petry (j) D
Mary L. Schapiro (q) D
Jackson H. Randolph (a) D, CM
James E. Rogers (a) D, VCM, P, CEO
John J. Schiff, Jr. (k) D
Philip R. Sharp, Ph.D. (l) D
Dudley S. Taft (n) D
Oliver W. Waddell (o) D
John Bryant (p) VP
Michael J. Cyrus (a) VP
James L. Turner (a) VP
William J. Grealis (a) VP
J. Joseph Hale, Jr. (a) VP
M. Stephen Harkness (b) VP
Donald B. Ingle, Jr. (a) VP
Madeleine W. Ludlow (a) VP, CFO
Andrew M. Turk (a) VP, T
Bernard F. Roberts (a) VP, C
Larry E. Thomas (a) VP
Charles J. Winger (a) VP
Wendy L. Aumiller (a) AT
Ronald J. Brothers (b) AS
John E. Polley (a) AS
Jerome A. Vennemann (a) AS, GC
Kimberly S. Carlson (a) AC
CG&E
Jackson H. Randolph (a) D, CM
James E. Rogers (a) D, VCM, CEO
James L. Turner (a) D, P
Cheryl M. Foley (a) VP
William J. Grealis (a) VP
J. Joseph Hale, Jr.(a) VP
Michael J. Cyrus (a) VP
Madeleine W. Ludlow (a) VP, CFO
Andrew M. Turk (a) VP, T
Bernard F. Roberts (a) VP, C
Larry E. Thomas (a) VP
Jerome A. Vennemann (a) S, GC
Wendy L. Aumiller (a) AT
John E. Polley (a) AS
Kimberly S. Carlson (a) AC
ULH&P
James E. Rogers (a) D, VCM, CEO
James L. Turner (a) D, P
Cheryl M. Foley (a) VP
Madeleine W. Ludlow (a) D, VP, CFO
Larry E. Thomas (a) VP
William J. Grealis (a) VP
J. Joseph Hale, Jr. (a) VP
Michael J. Cyrus (a) VP
Andrew M. Turk (a) VP, T
Bernard F. Roberts (a) VP, C
Jerome A. Vennemann (a) S, GC
Wendy L. Aumiller (a) AT
John E. Polley (a) AS
Kimberly S. Carlson (a) AC
TRI-STATE
James E. Rogers (a) D
James E. Turner (a) D, P
Madeleine W. Ludlow (a) D, VP
J. Joseph Hale, Jr. (a) VP
Andrew M. Turk (a) T
Bernard F. Roberts (a) C
Jerome A. Vennemann (a) S
John E. Polley (a) AS
LAWRENCEBURG
James E. Rogers (a) D, VCM, CEO
Vincent E. Andres (a) D
Bernard L. Huff (a) D
James L. Turner (a) P
Cheryl M. Foley (a) VP
William J. Grealis (a) VP
J. Joseph Hale, Jr. (a) VP
Michael J. Cyrus (a) VP
Madeleine W. Ludlow (a) VP, CFO
Larry E. Thomas (a) VP
Andrew M. Turk (a) T
Bernard F. Roberts (a) VP, C
Jerome A. Vennemann (a) S, GC
Wendy L. Aumiller (a) AT
Ronald J. Brothers (b) AS
Kimberly S. Carlson (a) AC
John E. Polley (a) AS
WEST HARRISON
James E. Rogers (a) D, VCM, CEO
Vincent E. Andres (a) D
Bernard L. Huff (a) D
James L. Turner (a) P
Michael J. Cyrus (a) VP
Cheryl M. Foley (a) VP
William J. Grealis (a) VP
J. Joseph Hale, Jr. (a) VP
Madeleine W. Ludlow (a) VP, CFO
Bernard F. Roberts (a) VP, C
Larry E. Thomas (a) VP
Jerome A. Vennemann (a) GC, S
Wendy L. Aumiller (a) AT
Ronald J. Brothers (b) AS
Kimberly S. Carlson (a) AC
John E. Polley (a) AS
Andrew M. Turk (a) T
MIAMI
James E. Rogers (a) D, VCM, CEO
Vincent E. Andres (a) D
Bernard L. Huff (a) D
James L. Turner (a) P
Michael J. Cyrus (a) VP
Cheryl M. Foley (a) VP
William J. Grealis (a) VP
J. Joseph Hale, Jr. (a) VP
Madeleine W. Ludlow (a) VP, CFO
Bernard F. Roberts (a) VP, C
Andrew M. Turk (a) T
Larry E. Thomas (a) VP
Jerome A. Vennemann (a) GC, S
Wendy L. Aumiller (a) AT
Ronald J. Brothers (b) AS
Kimberly S. Carlson (a) AC
John E. Polley (a) AS
KO TRANSMISSION
James E. Rogers (a) D, VCM, CEO
James L. Turner (a) D, P
Madeleine W. Ludlow (a) D, VP, CFO
Michael J. Cyrus (a) VP
Cheryl M. Foley (a) VP
William J. Grealis (a) VP
J. Joseph Hale, Jr. (a) VP
Bernard F. Roberts (a) VP, C
Andrew M. Turk (a) T
Larry E. Thomas (a) VP
Jerome A. Vennemann (a) GC, S
Wendy L. Aumiller (a) AT
Kimberly S. Carlson (a) AC
John E. Polley (a) AS
PSI
James K. Baker (c) D
Michael G. Browning (d) D
John A. Hillenbrand II (g) D
Jackson H. Randolph (a) D, CM
James E. Rogers (a) D, VCM, CEO
J. Joseph Hale, Jr. (a) P
Michael J. Cyrus (a) VP
Cheryl M. Foley (a) VP, S
William J. Grealis (a) VP
Madeleine W. Ludlow (a) VP, CFO
Bernard F. Roberts (a) VP, C
Andrew M. Turk (a) T
Larry E. Thomas (a) VP
Wendy L. Aumiller (a) AT
Ronald J. Brothers (b) AS
Kimberly S. Carlson (a) AC
John E. Polley (a) AS
John B. Scheidler (b) AS
Jerome A. Vennemann (a) GC, AS
SOUTH CONSTRUCTION
Vicky A. Bailey (b) D, P
James E. Rogers (a) D
Madeleine W. Ludlow (a) VP, D, P
J. Joseph Hale, Jr. (a) VP
Andrew M. Turk (a) T
Bernard F. Roberts (a) C
Jerome A. Vennemann (a) S
John E. Polley (a) AS
John B. Scheidler (b) AS
SERVICES
Jackson H. Randolph (a) D, CM
James E. Rogers (a) D, VCM, P, CEO
Todd W. Arnold (a) VP
Michael J. Cyrus (a) D, VP
Douglas F. Esamann (a) VP
Gregory C. Ficke (a) VP
Cheryl M. Foley (a) D, VP
Felicia A. Ferguson (a) VP
Lisa D. Gamblin (a) VP
William J. Grealis (a) D, VP
J. Joseph Hale, Jr. (a) VP
M. Stephen Harkness (b) VP
Donald B. Ingle, Jr. (a) D, VP
F. Dale Justis (b) VP
Albert Keys (a) VP
Paul E. King (a) VP
Madeleine W. Ludlow (a) D, VP, CFO
Leigh J. Pefley (a) VP
John C. Procario (a) VP
Leonard C. Randolph (a) VP
Bernard F. Roberts (a) VP, C
Andrew M. Turk (a) T
Joseph W. Toussaint (a) VP
John P. Steffen (a) VP
Larry E. Thomas (a) D, VP
James L. Turner (a) VP
William F. Tyndall (a) VP
Arturo Vivar (a) VP
Patricia K. Walker (a) VP
P. Craig Weida (a) VP
James H. Willis (b) VP
Charles J. Winger (a) VP
Jerome A. Vennemann (a) GC, S
Wendy L. Aumiller (a) AT
Kimberly S. Carlson (a) AC
Ronald J. Brothers (b) AS
John E. Polley (a) AS
David L. Wozney (a) VP
Timothy L. McCabe (a) VP
Sherri N. Rutherford (a) VP
INVESTMENTS
Jackson H. Randolph (a) D, CM
James E. Rogers (a) D, VCM, CEO
William J. Grealis (a) VP
Cheryl M. Foley (a) VP
Donald B. Ingle, Jr. (a) D, P
Madeleine W. Ludlow (a) D, VP, CFO
Michael J. Cyrus (a) D, VP
Felicia A. Ferguson (a) VP
Bernard F Roberts (a) VP, C
Charles J. Winger (a) VP
Andrew M. Turk (a) T
Jerome A. Vennemann (a) GC, S
John E. Polley (a) AS
Wendy L. Aumiller (a) AT
CINERGY-CADENCE, INC.
Madeleine W. Ludlow (a) D, VP
James E. Rogers (a) D
Donald B. Ingle, Jr. (a) D, P
Felicia A. Ferguson (a) VP
Andrew M. Turk (a) T
Bernie F. Roberts (a) C
Jerome A. Vennemann (a) S
Douglas C. Taylor (a) AS
Wendy L. Aumiller (a) AT
CADENCE (1)
Donald B. Ingle, Jr. (a) BM
Madeleine W. Ludlow (a) BM
Douglas C. Taylor (a) S
CAPITAL & TRADING
Michael J. Cyrus (a) D, P
James E. Rogers (a) D
Madeleine W. Ludlow (a) D, VP
Donald B. Ingle, Jr. (a) D
Lance Bakrow (a) VP
Douglas Esamann (a) VP
Bernard F. Roberts (a) C
Joseph W. Toussaint (a) VP
Arturo Vivar (a) VP
Andrew M. Turk (a) T
Wendy L. Aumiller (a) AT
Jerome A. Vennemann (a) S
John E. Polley (a) AS
Stephen G. Kozey (a) AS
CINCAP MVC OPCO, LLC
Michael J. Cyrus (a) BM, P
Wendy L. Aumiller (a) AT
Lance Bakrow (a) VP
Douglas F. Essamann (a) VP
Paul E. King (a) VP
Stephen G. Kozey (a) AS
Madeleine W. Ludlow (a) VP
John E. Polley (a) AS
Bernard F. Roberts (a) C
Andrew M. Turk (a) T
Jerome A. Vennemann (a) S
Arturo Vivar (a) VP
CINCAP IV, LLC
Michael J. Cyrus (a) BM, P
Wendy L. Aumiller (a) AT
Lance Bakrow (a) VP
Douglas F. Esamann (a) VP
Stephen G. Kozey (a) AS
Madeleine W. Ludlow (a) VP
John E. Polley (a) AS
Bernard F. Roberts (a) C
Andrew M. Turk (a) T
Jerome A. Vennemann (a) S
Arturo Vivar (a) VP
CINCAP V, LLC
Michael J. Cyrus (a) BM, P
Wendy L. Aumiller (a) AT
Lance Bakrow (a) VP
Douglas F. Esamann (a) VP
Stephen G. Kozey (a) AS
Madeleine W. Ludlow (a) VP
John E. Polley (a) AS
Bernard F. Roberts (a) C
Andrew M. Turk (a) T
Jerome A. Vennemann (a) S
Arturo Vivar (a) VP
CINCAP VI, LLC
Michael J. Cyrus (a) BM, P
Wendy L. Aumiller (a) AT
Lance Bakrow (a) VP
Douglas F. Esamann (a) VP
Stephen G. Kozey (a) AS
Madeleine W. Ludlow (a) VP
John E. Polley (a) AS
Bernard F. Roberts (a) C
Andrew M. Turk (a) T
Jerome A. Vennemann (a) S
Arturo Vivar (a) VP
CINCAP VIII, LLC
Michael J. Cyrus (a) BM, P
Wendy L. Aumiller (a) AT
Lance Bakrow (a) VP
Douglas F. Esamann (a) VP
Stephen G. Kozey (a) AS
Madeleine W. Ludlow (a) VP
John E. Polley (a) AS
Bernard F. Roberts (a) C
Andrew M. Turk (a) T
Jerome A. Vennemann (a) S
Arturo Vivar (a) VP
CINCAP VII, LLC
Michael J. Cyrus (a) BM, P
Wendy L. Aumiller (a) AT
Lance Bakrow (a) VP
Douglas F. Esamann (a) VP
Paul E. King (a) VP
Stephen G. Kozey (a) AS
Madeleine W. Ludlow (a) VP
John E. Polley (a) AS
Bernard F. Roberts (a) C
Jerome A. Vennemann (a) S
Arturo Vivar (a) VP
DUKE ENERGY MADISON, LLC (1)
Paul E. King (a) VP
Arturo Vivar (a) VP
DUKE ENERGY VERMILLION, LLC (1)
Paul E. King (a) VP
Arturo Vivar (a) VP
WESTWOOD OPERATING COMPANY, LLC
Michael J. Cyrus (a) BM, P
Wendy L. Aumiller (a) AT
Lance Bakrow (a) VP
Douglas F. Esamann (a) VP
Paul E. King (a) VP
Stephen G. Kozey (a) AS
Madeleine W. Ludlow (a) VP
John E. Polley (a) AS
Bernard F. Roberts (a) C
Andrew M. Turk (a) T
Jerome A Vennemann (a) S
Arturo Vivar (a) VP
CINPOWER I, LLC
Michael J. Cyrus (a) BM, P
Wendy L. Aumiller (a) AT
Lance Bakrow (a) VP
Douglas F. Esamann (a) VP
Stephen G. Kozey (a) AS
Madeleine W. Ludlow (a) VP
John E. Polley (a) AS
Bernard F. Roberts (a) C
Andrew M. Turk (a) T
Jerome A. Vennemann (a) S
Arturo Vivar (a) VP
CINERGY MARKETING & TRADING LLC
Michael J. Cyrus (a) BM, P
Randal F. Bevis (r) VP, GC, AS
Douglas F. Esamann (a) VP
Stephen G. Kozey (a) T
Madeleine W. Ludlow (a) AS
Timothy J. McCabe (a) VP
Joseph W. Toussaint (a) VP
Jerome A. Vennemann (a) VP
S
COMMUNICATIONS
Donald B. Ingle, Jr. (a) D, P
James E. Rogers (a) D
Madeleine W. Ludlow (a) D, VP
Stephen P. Biggerstaff (b) VP
Felicia A. Ferguson (a) VP
John C. Procario (a) VP
Bernard F. Roberts (a) C
Andrew M. Turk (a) T
Jerome A. Vennemann (a) S
John E. Polley (a) AS
Wendy L. Aumiller (a) AT
CINERGY TELECOMMUNICATIONS NETWORKS HOLDINGS, INC.
James E. Rogers (a) D
Donald B. Ingle, Jr. (a) D, P
Madeleine W. Ludlow (a) D, VP
Stephen P. Biggerstaff (b) VP
Felicia A. Ferguson (a) VP
John E. Polley (a) AS
John C. Procario (a) VP
Andrew M. Turk (a) T
Bernard F. Roberts (a) C
Jerome A. Vennemann (a) S
LATTICE COMMUNICATIONS, LLC (1)
Felicia A. Ferguson (a) D
Donald B. Ingle, Jr. (a) D
ENGINEERING
Jackson H. Randolph (a) D
James E. Rogers (a) D
Scott A. Haag (a) D
Barry E. Pulskamp (a) D
John J. Roebel (a) D
Donald B. Ingle, Jr. (a) P
Felicia A. Ferguson (a) VP
Gregory C. Ficke (a) VP
Madeleine W. Ludlow (a) VP
John C. Procario (a) VP
Andrew M. Turk (a) T
Bernard F. Roberts (a) C
Jerome A. Vennemann (a) S
John E. Polley (a) AS
Wendy L. Aumiller (a) AT
Douglas C. Taylor (a) AS
CINERGY-CENTRUS, INC.
Jackson H. Randolph (a) D
James E. Rogers (a) D
Cheryl M. Foley (a) D
Donald B. Ingle, Jr. (a) D, P
Charles J. Winger (a) VP
Andrew M. Turk (a) T
John P. Steffen (a) C
Jerome A. Vennemann (a) S
Douglas C. Taylor (a) AS
CENTRUS, LLP (1)
Donald B. Ingle, Jr. (a) BR
CINERGY-CENTRUS COMMUNICATIONS, Inc.
Jackson H. Randolph (a) D
James E. Rogers (a) D
Cheryl M. Foley (a) D
Donald B. Ingle, Jr. (a) D, P
John P. Steffen (a) C
Jerome A. Vennemann (a) S
Charles J. Winger (a) VP
John E. Polley (a) AS
CINERGY RESOURCES, INC.
Madeleine W. Ludlow (a) D, VP
James E. Rogers (a) D
Felicia A. Ferguson (a) VP
Donald B. Ingle, Jr. (a) D, CEO
Richard J. Smith (a) P
Bernard F. Roberts (a) C
Jerome A. Vennemann (a) S
John E. Polley (a) AS
SOLUTIONS
Madeleine W. Ludlow (a) D, VP
James E. Rogers (a) D
Donald B. Ingle, Jr. (a) D, P
Felicia A. Ferguson (a) VP
Stephen P. Biggerstaff (b) VP
M. Stephen Harkness (b) VP
John C. Procario (a) VP
Andrew M. Turk (a) T
Bernard F. Roberts (a) C
Jerome A. Vennemann (a) S
Ronald J. Brothers (b) AS
F. Dale Justis (b) VP
John E. Polley (a) AS
Wendy L. Aumiller (a) AT
Gregory C. Ficke (a) VP
Douglas C. Taylor (a) AS
1388368 ONTARIO, INC.
Leland D. Smith III (a) CEO
Jerome A. Vennemann (a) S
Andrew M. Turk (a) T
Douglas C. Taylor (a) AS
Wendy L. Aumiller (a) AT
3036243 NOVA SCOTIA COMPANY
Donald B. Ingle, Jr. (a) D, P
Jerome A. Vennemann (a) D, S
Leland Smith (a) D
Wendy L. Aumiller (a) AT
Andrew M. Turk (a) T
Douglas C. Taylor (a) AS
CINERGY SOLUTIONS LIMITED PARTNERSHIP (2)
CINERGY BUSINESS SOLUTIONS, INC.
James E. Rogers (a) D
Madeleine W. Ludlow (a) D, VP
Donald B. Ingle, Jr. (a) D, CEO
Felicia A. Ferguson (a) VP
Leland D. Smith III (a) P
Bernard F. Roberts (a) C
Jerome A. Vennemann (a) S
John E. Polley (a) AS
Wendy L. Aumiller (a) AT
ROSE TECHNOLOGY GROUP LIMITED
Donald B. Ingle, Jr. (a) D
Leland D. Smith III (a) CEO
Lee T. Howe (a) CFO
Jerome A. Vennemann (a) S
Wendy L. Aumiller (a) AT
Douglas C. Taylor (a) AS
Andrew M. Turk (a) T
CINERGY CUSTOMER CARE, INC.
James E. Rogers (a) D
Madeleine W. Ludlow (a) D, VP
Donald B. Ingle, Jr. (a) D, P
Felicia A. Ferguson (a) VP
Andrew M. Turk (a) T
Bernard F. Roberts (a) C
Jerome A. Vennemann (a) S
Douglas C. Taylor (a) AS
Wendy L. Aumiller (a) AT
CINERGY EPCOM LLC
Donald B. Ingle, Jr. (a) M, P
Wendy L. Aumiller (a) AT
Stephen P. Biggerstaff (b) VP
Ronald J. Brothers (b) AS
Felicia A. Ferguson (a) VP
Gregory C. Ficke (a) VP
M. Stephen Harkness (b) VP
John E. Polley (a) AS
Bernard F. Roberts (a) C
Andrew M. Turk (a) T
Douglas C. Taylor (a) AS
Jerome A. Vennemann (a) S
CINERGY EPCOM COLLEGE PARK LLC
Donald B. Ingle, Jr. (a) P
Wendy L. Aumiller (a) AT
Stephen P. Biggerstaff (b) VP
Ronald J. Brothers (b) AS
Felicia A. Ferguson (a) VP
Gregory C. Ficke (a) VP
M. Stephen Harkness (b) VP
John E. Polley (a) AS
Bernard F. Roberts (a) C
Andrew M. Turk (a) T
Douglas C. Taylor (a) AS
Jerome A. Vennemann (a) S
CINERGY SOLUTIONS OF GOLDEN, INC.
Donald B. Ingle, Jr. (a) P
Felicia A. Ferguson (a) VP
M. Stephen Harkness (b) VP
Madeleine W. Ludlow (a) VP
Bernard F. Roberts (a) C
Andrew M. Turk (a) T
Jerome A. Vennemann (a) S
Wendy L. Aumiller (a) AT
John E. Polly (a) AS
CINERGY SOLUTIONS OF TUSCOLA, INC.
James E. Rogers (a) D
Madeleine W. Ludlow (a) D, VP
Donald B. Ingle, Jr. (a) D, P
Felicia A. Ferguson (a) VP
M. Stephen Harkness (b) VP
Paul E. King (a) VP
Andrew M. Turk (a) T
Bernard F. Roberts (a) C
Jerome A. Vennemann (a) S
John E. Polley (a) AS
Wendy L. Aumiller (a) AT
ENERGY EQUIPMENT LEASING LLC (1)
James E. Rogers (a) BM, CM
Donald B. Ingle, Jr. (a) BM
Charles J. Winger (a) BM
M. Stephen Harkness (b) EVP, COO
Douglas C. Taylor (a) AS
Jerome A. Vennemann (a) S
TRIGEN-CINERGY (1)
James E. Rogers (a) BM, CM
Donald B. Ingle, Jr. (a) BM
Charles J. Winger (a) BM
M. Stephen Harkness (b) EVP, COO
Wendy L. Aumiller (a) AT
Jerome A. Vennemann (a) S
Douglas C. Taylor (a) AS
TRIGEN-CINERGY SOLUTIONS OF ASHTABULA LLC (1)
James E. Rogers (a) BM, CM
Donald B. Ingle, Jr. (a) BM
Madeleine W. Ludlow (a) BM
M. Stephen Harkness (b) EVP, COO
Wendy Aumiller (a) AT
Andrew M. Turk (a) AT
Douglas C. Taylor (a) AS
Jerome Vennemann (a) S
TRIGEN-CINERGY SOLUTIONS OF BALTIMORE LLC (1)
James E. Rogers (a) BM, CM
Donald B. Ingle, Jr. (a) BM
Charles J. Winger (a) BM
M. Stephen Harkness (b) VP, COO
Jerome A. Vennemann (a) S
Douglas C. Taylor (a) AS
TRIGEN-CINERGY SOLUTIONS OF BOCA RATON LLC (1)
James E. Rogers (a) BM, CM
Donald B. Ingle, Jr. (a) BM
Charles J. Winger (a) BM
M. Stephen Harkness (b) EVP, COO
Jerome A. Vennemann (a) AS
Douglas C. Taylor (a) AS
TRIGEN-CINERGY CINCINNATI (1)
James E. Rogers (a) BM, CM
Donald B. Ingle, Jr. (a) BM
Madeleine W. Ludlow (a) BM
M. Stephen Harkness (b) EVP, COO
Andrew M. Turk (a) AT
Jerome A. Vennemann (a) S
Douglas C. Taylor (a) AS
TRIGEN-CINERGY COLLEGE PARK (1)
James E. Rogers (a) BM, CM
Donald B. Ingle, Jr. (a) BM
Charles J. Winger (a) BM
M. Stephen Harkness (b) P, CEO
Douglas C. Taylor (a) AS
Jerome A. Vennemann (a) S
TRIGEN-CINERGY DANVILLE (1)
James E. Rogers (a) BM, CM
Donald B. Ingle, Jr. (a) BM, P
Madeleine W. Ludlow (a) BM, VP
M. Stephen Harkness (b) VP
Felicia A. Furguson (a) VP
Andew M. Turk (a) T
Bernard F. Roberts (a) C
Jerome A. Vennemann (a) S
John E. Polley (a) AS
Wendy L. Aumiller (a) AT
TRIGEN-CINERGY ILLINOIS (1)
James E. Rogers (a) BM, CM
Donald B. Ingle, Jr. (a) BM
Charles J. Winger (a) BM
M. Stephen Harkness (b) EVP, COO
Jerome A. Vennemann (a) S
Douglas C. Taylor (a) AS
TRIGEN-CINERGY LANSING (1)
James E. Rogers (a) BM, CM
Donald B. Ingle, Jr. (a) BM
Madeleine W. Ludlow (a) BM
M. Stephen Harkness (b) EVP, COO
Jerome A. Vennemann (a) S
Douglas C. Taylor (a) AS
Wendy L. Aumiller (a) AT
TRIGEN-CINERGY SOLUTIONS OF ORLANDO LLC (1)
James E. Rogers (a) BM, CM
Donald B. Ingle, Jr. (a) BM
Charles J. Winger (a) BM
M. Stephen Harkness (b) EVP, COO
Jerome A. Vennemann (a) S
Douglas C. Taylor (a) AS
TRIGEN-CINERGY SOLUTIONS OF OWINGS MILLS (1)
James E. Rogers (a) BM, CM
Donald B. Ingle, Jr. (a) BM
Madeleine W. Ludlow (a) BM
M. Stephen Harkness (b) EVP, COO
Wendy L. Aumiller (a) AT
Jerome A. Vennemann (a) S
Douglas C. Taylor (a) AS
TRIGEN-CINERGY SOLUTIONS OF OWINGS MILLS ENERGY EQUIPMENT LEASING LLC (1)
James E. Rogers (a) BM, CM
Donald B. Ingle, Jr. (a) BM
Madeleine W. Ludlow (a) BM
M. Stephen Harkness (b) EVP, COO
Wendy L. Aumiller (a) AT
Jerome A. Vennemann (a) S
Douglas C. Taylor (a) AS
TRIGEN-CINERGY SOLUTIONS OF ROCHESTER LLC (1)
James E. Rogers (a) BM, CM
Donald B. Ingle, Jr. (a) BM
Madeleine W. Ludlow (a) BM
M. Stephen Harkness (b) EVP, COO
Wendy L. Aumiller (a) AT
Jerome A. Vennemann (a) S
Douglas C. Taylor (a) AS
TRIGEN-CINERGY SOLUTIONS OF SILVER GROVE LLC (1)
James E. Rogers (a) BM, CM
Donald B. Ingle, Jr. (a) BM
Madeleine W. Ludlow (a) BM
M. Stephen Harkness (b) EVP, COO
Wendy L. Aumiller (a) AT
Jerome A. Vennemann (a) S
Douglas C. Taylor (a) AS
TRIGEN-CINERGY SOLUTIONS OF ST. PAUL LLC (1)
James E. Rogers (a) BM, CM
Donald B. Ingle, Jr. (a) BM
Charles J. Winger (a) BM
M. Stephen Harkness (b) EVP, COO
Jerome A. Vennemann (a) S
Douglas C. Taylor (a) AS
TRIGEN-CINERGY SOLUTIONS OF TUSCOLA, LLC (1)
James E. Rogers (a) BM, CM
Donald B. Ingle, Jr. (a) BM
Charles J. Winger (a) BM
M. Stephen Harkness (b) EVP, COO
Wendy L. Aumiller (a) AT
Andrew M. Turk (a) AT
Jerome A. Vennemann (a) S
Douglas C. Taylor (a) AS
CINERGY SUPPLY NETWORK, INC.
Donald B. Ingle, Jr. (a) D, P
James E. Rogers (a) D
Madeleine W. Ludlow (a) D, VP
Andrew M. Turk (a) T
Bernard F. Roberts (a) C
Jerome A. Vennemann (a) S
Felicia A. Ferguson (a) VP
John E. Polley (a) AS
Wendy L. Aumiller (a) AT
RELIANT SERVICES, LLC (1)
Felicia A. Ferguson (a) BR, CM
Stephen P. Biggerstaff (b) BR
Jim Stanley (a) BR
TECHNOLOGY
Donald B. Ingle, Jr. (a) D, P
James E. Rogers (a) D
Madeleine W. Ludlow (a) D, VP
Felicia A. Ferguson (a) VP
Andrew M. Turk (a) T
Bernard F. Roberts (a) C
Jerome A. Vennemann (a) S
John E. Polley (a) AS
Wendy L. Aumiler (a) AT
ENERTECH
Jackson H. Randolph (a) D
James E. Rogers (a) D
Scott A. Haag (a) D
Barry E. Pulskamp (a) D
John J. Roebel (a) D
William J. Grealis (a) P
Charles J. Winger (a) VP
Andrew M. Turk (a) T
John P. Steffen (a) C
Jerome A. Vennemann (a) S
John E. Polley (a) AS
GLOBAL RESOURCES
James E. Rogers (a) D, CEO
Cheryl M. Foley (a) D, P
Madeleine W. Ludlow (a) D, VP, CFO
Vladimir Prerad (a) VP
Andrew M. Turk (a) T
Bernard F. Roberts (a) VP, C
Jerome A. Vennemann (a) S, GC
Wendy L. Aumiller (a) AT
David L. Wozny (a) VP
John Bryant (p) VP
GLOBAL POWER
James E. Rogers (a) D
Cheryl M. Foley (a) D
Madeleine W. Ludlow (a) D, VP
Vladimir Prerad (a) VP
Andrew M. Turk (a) T
Bernard F. Roberts (a) C
Jerome A. Vennemann (a) S
Wendy L. Aumiller (a) AT
David L. Wozny (a) VP
John Bryant (p) P
Hugh C. Hamilton (p) AS
Stephen Staley (p) VP
Andrew H. Taylor (p) VP
CINERGY GLOBAL ELY, INC.
James E. Rogers (a) D
Cheryl M. Foley (a) D , COO
Madeleine W. Ludlow (a) D, VP
John Bryant (p) P
Stephen Staley (p) VP
Philip J. Taylor (p) VP
Andrew M. Turk (a) T
Bernard F. Roberts (a) C
Jerome A. Vennemann (a) S
Wendy L. Aumiller (a) AT
Hugh C. Hamilton (p) AS
David L. Wozny (a) VP
EPR ELY POWER LIMITED (1)
John Bryant (p) D
Albert Malcolm Harrison (p) D
EPR ELY LIMITED (1)
John Bryant (p) D
Albert Malcolm Harrison (p) D
ELY POWER LIMITED (1)
John Bryant (p) D
Albert Malcolm Harrison (p) D
ANGLIAN STRAW LIMITED (1)
John Bryant (p) D
Albert Malcolm Harrison (p) D
CINERGY GLOBAL FOOTE CREEK, INC. AND FOOTE CREEK III, LLC
James E. Rogers (a) D
Cheryl M. Foley (a) D
Madeleine W. Ludlow (a) D
John Bryant (p) P
Wendy L. Aumiller (a) AT
Hugh C. Hamilton (p) AS
Bernard F. Roberts (a) C
Andrew M. Turk (a) VP
Stephen Staley (p) VP
Philip J. Taylor (p) VP
Jerome A. Vennemann (a) S
David L. Wozny (a) VP
CINERGY GLOBAL FOOTE CREEK II, INC. AND FOOTE CREEK II, LLC
James E. Rogers (a) D
Cheryl M. Foley (a) D
Madeleine W. Ludlow (a) D
John Bryant (p) P
Wendy L. Aumiller (a) AT
Hugh C. Hamilton (p) AS
Bernard F. Roberts (a) C
Stephen Staley (p) VP
Philip J. Taylor (p) VP
Andrew H. Turk (a) T
Jerome A. Vennemann (a) S
David L. Wozny (a) VP
CINERGY GLOBAL POWER SERVICES LIMITED
John Bryant (p) D
Cheryl M. Foley (a) D
Hugh C. Hamilton (p) D, S
Philip J. Taylor (p) D
Andrew M. Turk (a) D
CINERGY GLOBAL POWER LIMITED
Hugh C. Hamilton (p) D, S
Andrew M. Turk (a) D
MPI INTERNATIONAL LIMITED
Hugh C.Hamilton (p) D, S
Michelle L. Woodall (p) D
CINERGY GLOBAL POWER (UK) LIMITED
Hugh C. Hamilton (p) D, S
Andrew M. Turk (a) D
Cheryl M. Foley (a) D
James E. Rogers (a) D
David L. Wozny (a) D
CINERGY GLOBAL TRADING LIMITED
John Bryant (p) D
Andrew M. Turk (a) D
Hugh C. Hamilton (p) S
Peter F. Webster (p) D
Gerassimos Contomichalos (p) D
CINERGY GLOBAL SAN GORGONIO, INC.
James E. Rogers (a) D
Cheryl M. Foley (a) D, COO
Madeleine W. Ludlow (a) D, VP
John Bryant (p) P
Wendy L. Aumiller (a) AT
Hugh C. Hamilton (p) AS
Stephen Staley (p) VP
Bernard F. Roberts (a) C
Philip J. Taylor (p) VP
Andrew M. Turk (a) T
Jerome A. Vennemann (a) S
David L. Wozny (a) VP
SAN GORGONIO WESTWINDS II, LLC
Philip J. Taylor (p) BM
Gill Howard (p) BM
CINERGY GLOBAL HOLDINGS, INC.
James E. Rogers (a) D
Cheryl M. Foley (a) D, COO
Madeleine W. Ludlow (a) D, VP
John Bryant (p) P
Stephen Staley (p) VP
Bernard F. Roberts (a) C
Philip J. Taylor (p) VP
Andrew M. Turk (a) T
Jerome A. Vennemann (a) S
Wendy L. Aumiller (a) AT
Hugh C. Hamilton (p) AS
David L. Wozny (a) AC
CINERGY HOLDINGS B.V. (1)
John Bryant (p) D
Andrew M. Turk (a) D
CINERGY ZAMBIA B.V. (1)
John Bryant (p) D
Andrew M. Turk (a) D
COPPERBELT (1)
John Bryant (p) D
Andrew M. Turk (a) D
CINERGY TURBINES B.V. (1)
John Bryant (p) D
Andrew M. Turk (a) D
EOS I (1)
Francisco Rausell Solari (p) D
Derek John Spencer (p) D
Albert Malcolm Harrison (p) D
EOS II (1)
Francisco Rausell Solari (p) D
Derek John Spencer (p) D
Albert Malcolm Harrison (p) D
CINERGY HYDRO B.V. (1)
John Bryant (p) D
Andrew M. Turk (a) D
CRISA (1)
Derek John Spencer (p) MD, D
John Bryant (p) D
Andrew M. Turk (a) D
CINERGY GLOBAL POWER IBERIA, S.A
John Bryant (p) D
Derek John Spencer (p) D
Francisco Raussell Solari (p) D, S
ESCAMBEO, S.L. (1)
Fernando Molina Martinez D, P
Fernando Molina Rodriguez (p) D
Derek John Spencer (p) D
Maria Garcia Arguelles (p) D, S
PARQUE EOLICO DE ASCOY, S.A. (1)
Francisco Raussell Solari (p) D, S
VENTOABREGO, S.L. (1)
Fernando Molina Martinez D, P
Fernando Molina Rodriguez (p) D
Derek John Spencer (p) D
Maria Garcia Arguelles (p) D, S
VENDRESSE LIMITED
R.R. Jones (p) D, S
P.R. Kelly (p) D
A.V. Jones (p) D
CINERGY 1 B.V. (1)
John Bryant (p) D
Andrew M. Turk (a) D
STARTEKOR (1)
William Andrew John Poulton (p) D
NARVA (1)
Andrew M. Turk (a) D
William Andrew John Poulton (p) D
CINERGY GLOBAL RESOURCES 1 B.V. (1)
John Bryant (p) D
Vladimir Prerad (a) D
Andrew M. Turk (a) D
Cheryl L. Foley (a) D
MORAVSKE TEPLARNY A.S. (1)
Vladimir Prerad (a) CM
Ing. Josef Gaba (p) VCM
Cheryl M. Foley (a) D
PLZENSKA ENERGETIKA A.S. (1)
Ing. Bohuslav Michalek (p) RA
Vladimir Prerad (a) RA
Ing. Miroslav Lucak (t) RA
CINERGY GLOBAL RESOURCES A.S. (1)
Vladimir Prerad (a) CM
Jana Klickova (s) D
Jiri Radoch (s) D
CINERGETIKA U/L A.S.
Vladimir Prerad (a) D,CM
Ing. Ladislav Tetal (v) D
Petr Sulc (v) D
ENERGETIKA CHROPYNE A.S.
Ing. Josef Bobak (w) D, VCM
Vladimir Prerad (a) D
Ing. Ladislav Tetal (w) D
Ing. Petr Moravec D
TEPLARNA OTROKOVICE A.S. (2)
CINERGY 2 B.V. (1)
John Bryant (p) D
Andrew M. Turk (a) D
DESEBRO (1)
Derek John Spencer (p) D
Francisco Rausell Solari (p) D
NORTHEOLIC PICO GALLO, S.L. (1)
Maria Garcia Arguelles (p) D
Francisco Raussell Solari (p) D
DESARROLLOS EOLICOS EL AGUILA, S.A. (1)
Francisco Raussell Solari (p) D, S
Maria Garcia Arguelles (p) D
SINERGIA ARAGONESA, S.L. (1)
Derek John Spencer (p) D
Maria Garcia Arguelles (p) D, S
CINERGY GLOBAL BAGHABARI I B.V. (1)
John Bryant (p) D
Andrew M. Turk (a) D
CINERGY GLOBAL BAGHABARI II B.V. (1)
John Bryant (p) D
Andrew M. Turk (a) D
BAGHABARI POWER COMPANY LIMITED (1)
John Gregory Hides (p) D, S
Peter Lawrence Tipper (p) D
CINERGY GLOBAL 3 B.V. (1)
John Bryant (p) D
Andrew M. Turk (a) D
CINERGY GLOBAL 4 B.V. (1)
John Bryant (p) D
Andrew M. Turk (a) D
CINERGY GLOBAL (CAYMAN) HOLDINGS, INC.
Cheryl M. Foley (a) D
Madeleine W. Ludlow (a) D
Vladimir Prerad (a) D
Philip J. Taylor (p) D
James E. Rogers (a) D, CM
Hugh C. Hamilton (p) S
Andrew M. Turk (a) D, T, C
Wendy L. Aumiller (a) AT
John Bryant (p) D, MD
Jerome A. Vennemann (a) D, AS
David L. Wozny (a) D, AC
CINERGY GLOBAL HYDROCARBONS PAKISTAN
John Bryant (p) D, MD
Cheryl M. Foley (a) D
Madeleine W. Ludlow (a) D
Vladimir Prerad (a) D
James E. Rogers (a) D, CM
Philip J. Taylor (p) D
Andrew M. Turk (a) D, T, C
Jerome A. Vennemann (a) D, AS
Hugh C. Hamilton (p) S
Wendy L. Aumiller (a) AT
David L. Wozny (a) D, AC
GLOBAL TSAVO POWER (CINERGY MPI II, INC.)
James E. Rogers (a) D, CM
Cheryl M. Foley (a) D
Madeleine W. Ludlow (a) D
John Bryant (p) MD, D
Philip J. Taylor (p) D
Andrew M. Turk (a) D, T, C
Vladimir Prerad (a) D
Jerome A. Vennemann (a) D, AS
Hugh C. Hamilton (p) S
Wendy L. Aumiller (a) AT
David L. Wozny (a) D, AC
CINERGY MP IV, INC. - CINERGY MPIXV, INC.
John Bryant (p) D, MD
Cheryl M. Foley (a) D
David L. Wozny (a) D, AC
Madeleine W. Ludlow (a) D
Vladimir Prerad (a) D
James E. Rogers (a) D, CM
Philip J. Taylor (p) D
Andrew M. Turk (a) D, T, C
Jerome A. Vennemann (a) D, AS
Hugh C. Hamilton (p) S
Wendy L. Aumiller (a) AT
SEMUTANG
John Bryant (p) D
Hugh C. Hamilton (p) S
Philip J. Taylor (p) D
Andrew M. Turk (a) D
POWERMID NO. 1
Andrew M. Turk (a) D
Hugh C. Hamilton (p) D, S
CINERGY UK
James E. Rogers (a) D, CEO
Cheryl M. Foley (a) D, P
Madeleine W. Ludlow (a) D,VP
David L. Wozny (a) VP
Andrew M. Turk (a) T
Bernie F. Roberts (a) C
Jerome A. Vennemann (a) S
Wendy L. Aumiller (a) AT
Hugh C. Hamilton (p) AS
ARGENTINA
Madeleine W. Ludlow (a) D,VP
James E. Rogers (a) D
Cheryl M. Foley (a) D,P
David L. Wozny (a) VP
Bernard F. Roberts (a) C
Andrew M. Turk (a) T
Jerome A. Vennemann (a) S
John E. Polley (a) AS
COSTANERA
Madeleine W. Ludlow (a) D,VP
James E. Rogers (a) D
Cheryl M. Foley (a) D,P
David L. Wozny (a) VP
Andrew M. Turk(a) T
Bernard F. Roberts (a) C
Jerome A. Vennemann (a) S
John E. Polley (a) AS
PSI ENERGY ARGENTINA, INC.
Madeleine W. Ludlow (a) D,VP
James E. Rogers (a) D
Cheryl M. Foley (a) D, P
David L. Wozny (a) VP
Andrew M. Turk (a) T
Bernard F. Roberts (a) C
Jerome A. Vennemann (a) S
John E. Polley (a) AS
ITEM 6. OFFICERS AND DIRECTORS AS OF DECEMBER 31, 1999 (CONTINUED)
PART I
ADDRESS CODES:
(a) 139 East Fourth Street, Cincinnati, Ohio 45202
(b) 1000 East Main Street, Plainfield, Indiana 46168
(c) 12044 W. State Road 46, Columbus, Indiana 47201
(d) 251 North Illinois, Suite 200, Indianapolis, Indiana 46204
(e) 105 East Fourth Street, Suite 600, Cincinnati, Ohio 45202
(f) 2100 Pennsylvania Avenue, N.W., Suite 500, Washington, D.C. 20037
(g) 324 Mitchell Avenue, Batesville, Indiana 47006
(h) One Riverfront Place, Newport, Kentucky 41071
(i) 8751 Jaffa Court, E. Drive, Apt. 16, Indianapolis, Indiana 46260
(j) 250 East Fifth Street, Suite 500, Cincinnati, Ohio 45201
(k) P.O. Box 145496, Cincinnati, Ohio 45250-5496
(l) 79 JFK Street, Cambridge, Massachusetts 02138
(m) 123 East Adams Street, Muncie, Indiana 47305
(n) 312 Walnut Street, Suite 3550, Cincinnati, Ohio 45202
(o) P.O. Box 1038, 425 Walnut Street, Cincinnati, Ohio 45201-1038
(p) Cinergy House, Ryon Hill Park, Warwick Road, Stratford-upon-Avon,
Warwickshire CV37 OUU
(q) 1735 K Street, N.W., Washington, D.C. 20006-1500
(r) 616 F.M. 1960 West, Suite 800, Houston, Texas 77090
(s) Karlova 48, 110 00 Praha 1, Czech Republic
(t) Plzenska Energetika s.r.o., Tylova 57, 316 00 Plzen, Czech Republic
(u) Aktsiaselts Narva Elektrivork of Kerese 11, Narva EE2000, Estonia
(v) Cinergetika U/L a.s., P.O. Box 14C, 400 03 Usti nad Labem,
Czech Republic
(w) Energetika Chropyne a.s., Komenskeho 75, 768 11 Chropyne,
Czech Republic
(x) Teplarna Otrokovice a.s., Objizdna 1, 765 39 Otrokovice,
Czech Republic
POSITIONS ARE INDICATED BY THE FOLLOWING SYMBOLS:
AC Assistant Comptroller
AS Assistant Secretary
AT Assistant Treasurer
BM Board of Managers
BR Board of Representatives
C Comptroller
CEO Chief Executive Officer
CFO Chief Financial Officer
COO Chief Operating Officer
CM Chairman of the Board
CS Chief of Staff
D Director
EVP Executive Vice President
GC General Counsel
MD Managing Director
P President
RA Registered Agent
S Secretary
T Treasurer
VCM Vice Chairman
VP Vice President
ITEM 6. OFFICERS AND DIRECTORS AS OF DECEMBER 31, 1999 (CONTINUED)
PART I
NOTES:
(1) For the entities which are not wholly owned directly or indirectly by
Cinergy or its system entities, disclosure is limited to those
officers and/or directors who are directly employed by Cinergy or its
system entities.
(2) No officers and/or directors for these entities are employed by
Cinergy or any of its system entities.
ITEM 6. OFFICERS AND DIRECTORS AS OF DECEMBER 31, 1999 (CONTINUED)
PART II
POSITION
HELD IN APPLICABLE
NAME OF OFFICER NAME AND LOCATION OF FINANCIAL EXEMPTION
OR DIRECTOR FINANCIAL INSTITUTION INSTITUTION RULE
Phillip R. Cox Cincinnati office of the Director 70(h)
Federal Reserve Bank
of Cleveland
Cleveland, Ohio
PNC Bank, Ohio, N.A. Director 70(a)
Cincinnati, Ohio
George C. Juilfs Cincinnati office of the Chairman, 70(h)
Federal Reserve Bank Director
of Cleveland
Cleveland, Ohio
John M. Mutz National City Bank Director 70
Indianapolis, Indiana (c),(e),(f)
Thomas E. Petry Firstar Corporation Director 70(a)
Milwaukee, Wisconsin
Firstar Bank, N.A. Director 70(a)
Milwaukee, Wisconsin
Jackson H. Randolph PNC Bank Corp. Director 70(b),(d),
Pittsburgh, Pennsylvania (e),(f)
James E. Rogers Fifth Third Bancorp Director 70(a),(c),
Cincinnati, Ohio (e),(f)
The Fifth Third Bank Director 70(a),(c),
Cincinnati, Ohio (e),(f)
John J. Schiff, Jr. Fifth Third Bancorp Director 70(a)
Cincinnati, Ohio
The Fifth Third Bank Director 70(a)
Cincinnati, Ohio
Dudley S. Taft Fifth Third Bancorp Director 70(a)
Cincinnati, Ohio
The Fifth Third Bank Director 70(a)
Cincinnati, Ohio
ITEM 6. OFFICERS AND DIRECTORS AS OF DECEMBER 31, 1999 (CONTINUED)
PART III
(A) AND (E) DIRECTORS' AND EXECUTIVE OFFICERS' COMPENSATION AND PARTICIPATION IN
BONUS AND PROFIT-SHARING ARRANGEMENTS AND OTHER BENEFITS
For information concerning compensation of directors and executive officers and
their participation in bonus and profit-sharing and other benefits, see the
disclosures made in the:
Cinergy Corp 2000 Proxy Statement and 1999 Financial Report ("Proxy
Statement"*), pages 8 through 18 for Cinergy, including Investments, Global
Resources, and Services and for CG&E and subsidiaries.
2000 PSI Information Statement and Cinergy Corp. 1999 Financial Report
("Information Statement"*), pages 5 through 14 (as supplemented in Exhibit
F-15), for PSI and its subsidiary.
(B) DIRECTORS' AND EXECUTIVE OFFICERS' INTERESTS IN SECURITIES OF SYSTEM
COMPANIES
For information concerning interests in system companies, see the disclosures
(as supplemented in Exhibit F-15) made in the:
Proxy Statement, pages 8 through 9, for Cinergy, including Investments,
Global Resources, and Services.
Form 10-K, pages 147 through 148 for CG&E and subsidiaries.
Information Statement, pages 3 through 4, for PSI and its subsidiary.
(C) DIRECTORS' AND EXECUTIVE OFFICERS' CONTRACTS AND TRANSACTIONS WITH SYSTEM
COMPANIES
For information concerning contracts and transactions with system companies, see
the disclosures made in the:
Proxy Statement, pages 16 through 18, for Cinergy, including Investments,
Global Resources, and Services and for CG&E and subsidiaries.
Information Statement, pages 12 through 14, for PSI and its subsidiary.
(D) INDEBTEDNESS OF DIRECTORS OR EXECUTIVE OFFICERS TO SYSTEM COMPANIES
None
(F) DIRECTORS' AND EXECUTIVE OFFICERS' RIGHTS TO INDEMNITY
The state laws under which each of Cinergy and its domestic direct and indirect
subsidiaries is incorporated provide broadly for indemnification of directors
and officers against claims and liabilities against them in their capacities as
such. Each of such company's articles of incorporation, charters, by-laws, or
regulations identifying these rights to indemnify are incorporated by reference
or contained herein as exhibits.
* The Proxy Statement and Information Statement are hereby incorporated by
reference (see File Nos. 1-11377 and 1-3543, respectively).
<TABLE>
<CAPTION>
ITEM 7. CONTRIBUTIONS AND PUBLIC RELATIONS
(1) NONE (1)
(1) Cinergy and PSI have established separate segregated funds or political action committees and have incurred certain costs
in the administration of these committees in accordance with the provisions of the Federal Election Campaign Act.
(2)
<S> <C> <C> <C> <C> <C>
ACCOUNT
NAME OF COMPANY NAME OF RECIPIENT OR BENEFICIARY PURPOSE CHARGED* AMOUNT
- --------------- -------------------------------- ------------------ -------- ------------
CG&E American Gas Association Dues, fees, support (2) $ 30,025
Greater Cincinnati Sports Corporation Fees (2) 25,000
Ohio Electric Utility Institute Dues, fees, support (2) 38,332
Less than $10,000 - 56 Beneficiaries Dues, fees, support (1),(2) 104,838
-------------
$ 198,195
ULH&P Less than $10,000 - 31 Beneficiaries Dues, feed, support (1),(2) $ 26,241
-------------
$ 26,241
PSI Alliance for Growth and Progress, Inc. Dues (2) $ 20,200
Electric Power Research Institute Dues, fees, support (2) 116,271
Community Leader Allied for Superior
Schools Dues, fees, support (2) 150,000
Neighborhood Housing Association Support (2) 12,500
Less than $10,000 - 111 Beneficiaries Dues, fees, support (1),(2) 89,944
-------------
$ 388,915
CINERGY Less than $10,000 - 1 Beneficiary Support (1) $ 2,370
-------------
RESOURCES, INC. $ 2,370
CINERGY CORP. U. S. Chamber of Commerce Support (2) $ 50,000
Less than $10,000 - 7 Beneficiaries Support (1),(2) 16,000
-------------
$ 66,000
<FN>
* Account Charged:
---------------
(1) Income deduction
(2) Operating expense
</FN>
</TABLE>
<PAGE>
ITEM 8. SERVICE, SALES, AND CONSTRUCTION CONTRACTS
PART I
In Effect
RECEIVING DATE OF 12/31/99
TRANSACTION COMPANY COMPANY COMPENSATION CONTRACT (Yes or No)
(in thousands)
Propane plant and
underground storage
cavern ULH&P CG&E $280 5/23/61 Yes
SERVING RECEIVING
TRANSACTION COMPANY COMPANY COMPENSATION
(in thousands)
CUSTOMER RELATIONS SERVICES (1) CG&E ULH&P $ 791
GAS AND/OR ELECTRIC OPERATIONS (1) CG&E ULH&P $ 251
LINE LOCATING AND UNDERGROUND
CONSTRUCTION SERVICES (2) Reliant CG&E $ 912
LINE LOCATING AND UNDERGROUND
CONSTRUCTION SERVICES (2) Reliant PSI $ 1,874
LINE LOCATING AND UNDERGROUND
CONSTRUCTION SERVICES (2) Reliant ULH&P $ 90
ENGINEERING AND CONSTRUCTION AND
PROJECT MANAGEMENT SERVICES (2) CG&E Solutions $ 278
ENGINEERING AND CONSTRUCTION AND
PROJECT MANAGEMENT SERVICES (2) PSI Solutions $ 388
(1) Pursuant to Rel. No. 35-26146, dated October 21, 1994.
(2) Pursuant to service agreements approved in File No. 70-9449 (see HCAR No.
27016, May 4, 1999, exhibits B-1, B-2, and B-3).
PART II
None
PART III
None
ITEM 9. WHOLESALE GENERATORS AND FOREIGN UTILITY COMPANIES
PART I
(a) CINCAP VI, LLC
CinCap VI, LLC is an EWG.
Cinergy indirectly owns 100% of CinCap VI, LLC, a Delaware limited
liability. CinCap VI, LLC owns the Westwood Generating Facility, a 30 MW
electric generating plant located in Schuylkill County, Pennsylvania
("Westwood Plant").
The business address of CINCAP VI, LLC is 139 East 4th Street, Cincinnati,
Ohio 45202.
CINCAP VII, LLC
Cincap VII, LLC is an EWG.
Cinergy indirectly owns 50% of CinCap VII, LLC, a limited liability
company. CinCap VII, LLC is developing an 130 MW electric generation
peaking plant in Cadiz, Indiana.
The business address of CinCap VII, LLC is 139 East 4th Street, Cincinnati,
Ohio 45202.
DUKE ENERGY MADISON, LLC
Duke Energy Madison, LLC is an EWG.
Cinergy indirectly owns 50% of Duke Energy Madison, LLC, a Delaware limited
liability company. Duke Energy Madison, LLC is constructing a 640 MW
electric generation peaking plant in Madison Township, Butler County, Ohio.
The business address of Duke Energy Madison, LLC is PO Box 348, 5657 Kennel
Road, Trenton, Ohio 45067.
DUKE ENERGY VERMILLION, LLC
Duke Energy Vermillion, LLC is an EWG.
Cinergy indirectly owns 50% of Duke Energy Vermillion, LLC, a Delaware
limited liability company. Duke Energy Vermillion, LLC is constructing a
640 MW electric generation peaking plant in Vermillion County, Indiana.
The business address of Duke Energy Vermillion, LLC is 2777 North State
Road 63, Cayuga, Indiana 47928.
WESTWOOD OPERATING COMPANY, LLC
Westwood Operating Company, LLC is an EWG.
Cinergy indirectly owns 100% of Westwood Operating Company, LLC, a Delaware
limited liability corporation. Westwood Operating Company, LLC operates the
Westwood Plant.
THE BUSINESS ADDRESS OF WESTWOOD OPERATING COMPANY, LLC IS 139 EAST 4TH
Street, Cincinnati, Ohio 45202.
EPR ELY LIMITED
EPR Ely Limited is a FUCO.
Cinergy indirectly owns 30% of EPR Ely Limited, a corporation organized
under the laws of England and Wales. EPR Ely Limited owns the Ely Power
Station, a 36 MW straw-fired electric generation facility under
construction in Ely, Cambridgeshire in United Kingdom ("U.K.").
The business address of EPR Ely Limited is Renewable House, 330 Bristol
Business Park, Coldharbour Lane, Bristol, BS16 1 EJ, United Kingdom.
FOOTE CREEK III, LLC
Foote Creek III, LLC is an EWG.
Cinergy indirectly owns 100% of Foote Creek III, LLC, a Delaware limited
liability company. Foote Creek III, LLC owns a 25 MW capacity wind energy
project located near Laramie, Wyoming.
The business address of Foote Creek III, LLC is 139 East Fourth Street, 25
AT II, Cincinnati, Ohio 45202.
CINERGY GLOBAL POWER (UK) LIMITED
Cinergy Global Power (UK) Limited is a FUCO.
Cinergy indirectly owns 100% of Cinergy Global Power (UK) Limited, a
company organized under the laws of England and Wales. Cinergy Global Power
(UK) Limited owns the Redditch Power Station, a 29 MW kerosene-fueled,
electric generation peaking plant located in the U.K.
The business address of Cinergy Global Power (UK) Limited is Cinergy House,
Ryon Hill Park, Warwick Road, Stratford-upon-Avon, Warwickshire, CV37, 0UU,
UK.
COPPERBELT
Copperbelt is a FUCO.
Cinergy indirectly owns 39% of Copperbelt, a corporation organized under
the laws of the Republic of Zambia. Copperbelt owns and operates certain
electric generation, transmission, and distribution assets formerly held by
the Republic of Zambia, through the Power Division of Zambia Consolidated
Copper Mines Limited. The assets are located in and around the city of
Kitwe in north central Zambia.
THE BUSINESS ADDRESS OF COPPERBELT IS 23RD Avenue, Nkana East, P.O. Box
20819, Kitwe, Zambia.
EOS I
EOS I is a FUCO.
Cinergy indirectly owns 50% of EOS I, a corporation organized under the
laws of Spain. EOS I owns and operates 20.4 MW of electric wind generation
assets in and around Santiago de Compostela in La Coruna Province, Spain.
The business address of EOS I is EOS PAX I S.L., c/Galeras, 17 planta 3
degree, Oficina 2-3 15705, Santiago de Compostela, La Coruna, Spain.
EOS II
EOS II is a FUCO.
Cinergy indirectly owns 50% of EOS II, a corporation organized under the
laws of Spain. EOS II owns and operates 19.2 MW of electric wind generation
assets in Spain and is part of the Galicia wind farms. The assets are
located in and around Santiago de Compostela in La Coruna Province, Spain.
The business address of EOS II is EOS PAX IIa, S.L., c/Galeras, 17 planta 3
degree, Oficina 2-3 15705, Santiago de Compostela, La Coruna, Spain.
CRISA
Crisa is a FUCO.
Cinergy indirectly owns 95% of Crisa, a corporation organized under the
laws of Spain. Crisa owns and operates 5.721 MW of hydroelectric generation
assets located primarily in five sites in Murcia Province, Spain.
The business address of Crisa is Construcciones y Representaciones
Industriales S.A., Paseo de la Castellana, 23, Escalera 1-1 degree, Madrid
28046, Spain.
ASCOY
Ascoy is a FUCO.
Cinergy indirectly owns 19.5% of Ascoy, a corporation organized under the
laws of Spain. Ascoy is a wind farm located in the Murcia Province of
southeastern Spain consisting of nine 660 kW wind turbines providing
approximately 6 MW of electric generating capacity.
The business address of Parque Eolico de Ascoy, S.A. is Elecdey's Offices,
C/Maudes 51, 1 degree, 28003 Madrid, Spain.
NARVA
Narva is a FUCO.
Cinergy indirectly owns 67% of Narva, a corporation organized under the
laws of Estonia. Narva owns and uses facilities for the distribution and
sale at retail of electrical power in northeastern Estonia, including the
cities of Narva, Narva-Joesuu, and Sillamae and Vaivara parish. The
facilities include approximately 300 substations of different voltage and
capacity characteristics, and a distribution network totaling 484 miles
with voltages up to 110kV.
The business address of Narva is Aktsiaselts Narva Elektrivork of Kerese
11, Narva EE2000, Estonia.
MORAVSKE TEPLARNY A.S.
Moravske Teplarny a.s. is a FUCO.
Cinergy indirectly owns 100% of Moravske Teplarny a.s., a company which is
organized under the laws of the Czech Republic. Moravske Teplarny a.s. owns
and operates 36 MW of coal-fired, electric generation and associated
distribution assets and a 410 MW district heating plant in the Czech
Republic. The electric assets are located in and around Zlin in the Czech
Republic.
The business address of Moravske Teplarny a.s. is Teplaran Svit a.s., tr.
Bati 1970, 762 02, Zlin, Czech Republic.
PLZENSKA ENERGETIKA S.R.O.
Plzenska Energetika s.r.o. is also a FUCO.
Cinergy indirectly owns 100% of Plzenska Energetika s.r.o., a company which
is organized under the laws of the Czech Republic. Plzenska Energetika
s.r.o. owns and operates three 28 MW coal-fired electric generators and
associated transmission and distribution assets in the City of Plzen, the
Czech Republic.
The address of Plzenska Energetika s.r.o. is Plzenska Energetika s.r.o.,
Tylova 57, 316 00, Plzen, Czech Republic.
CINERGETIKA
Cinergetika is a FUCO.
Cinergy indirectly owns 100% of Cinergetika, a company organized under the
laws of the Czech Republic. Cinergetika owns and operates 14 MW of
coal-fired, electric generation and associated distribution assets and a
230 MW district heating plant in the Czech Republic. The electric assets
are located in and around Usti nad Labem and supply electricity to the
nearby Setuza complex and Severoceska Energetika, the regional electric
distribution company.
The business address of Cinergetika is Cinergetika U/L a.s., P.O. Box 14C,
400 03 Usti nad Labem, Czech Republic.
CHROPYNE
Chropyne is a FUCO.
Cinergy indirectly owns 100% of Chropyne, a company organized under the
laws of the Czech Republic. Chropyne owns and operates 2.5 MW of coal-fired
electric generation and associated distribution assets and a 48 MW district
heating plant in the Czech Republic. The electric assets are located in and
around Chropyne and supply electricity to the Technoplast industrial
complex and local residential housing.
The business address of Chropyne is Energetika Chropyne a.s., Komenskeho
75, 768 11 Chropyne, Czech Republic.
OTROKOVICE
Otrokovice is a FUCO.
Cinergy indirectly owns 11.4% of Otrokovice, a company organized under the
laws of the Czech Republic. Otrokovice owns and operates 50 MW of
coal-fired electric generation and associated distribution assets and a 349
MW district heating plant in the Czech Republic. The electric assets are
located in and around Otrokovice in the Czech Republic and supply
electricity to the local industrial plants.
The business address of Otrokovice is Teplarna Otrokovice a.s., Objizdna 1,
765 39 Otrokovice, Czech Republic.
DESEBRO
Desebro is a FUCO.
Cinergy indirectly owns 50% of Desebro, a company incorporated in Spain.
Desebro is a 15 MW wind-powered facility in northeast Spain near the City
of Zaragoza, in the Province of Aragon, and supplies electricity to
Electricas Reunidas de Zaragoza, S.A., a local utility company.
The address of Desebro is Avenida Academia Militar 52, 50015 Zaragoza,
Spain.
SEMUTANG
Semutang is an EWG.
Cinergy indirectly owns 100% of Semutang, a corporation organized under the
laws of England. Semutang hold gas field exploration and development rights
and is engaged in preliminary power project development work in Bangladesh.
The business address of Semutang is Cinergy House, Ryon Hill Park, Warwick
Road, Stratford-upon-Avon, Warwickshire, CV 37 0UU, UK.
(b) CINCAP VI, LLC
Cinergy Capital & Trading, Inc., a wholly-owned subsidiary of Cinergy
Investments, has a 100% equity interest in CinCap VI, LLC. CinCap VI, LLC
owns the physical assets of the Westwood Plant. At December 31, 1999,
Cinergy's total aggregate investment in CinCap VI, LLC was $9.5 million.
Cinergy has neither directly nor indirectly guaranteed any securities of
CinCap VI, LLC.
No Cinergy subsidiary company that is not a FUCO or EWG has transferred any
assets to CinCap VI, LLC.
CINCAP VII, LLC
VMC Generating Company, which is 50% owned by CinCap VIII, LLC, has a 100%
interest in CinCap VII, LLC. At December 31, 1999, Cinergy's aggregate
investment in CinCap VII, LLC was $34.2 million.
Cinergy has neither directly nor indirectly guaranteed any securities of
CinCap VII, LLC.
No Cinergy subsidiary company that is not a FUCO or EWG has transferred any
assets to CinCap VII, LLC.
DUKE ENERGY MADISON, LLC
VMC Generating Company, which is 50% owned by CinCap VIII, LLC, has a 100%
interest in Duke Energy Madison, LLC. At December 31, 1999, Cinergy's
aggregate investment in Duke Energy Madison, LLC was $165.6 million.
Cinergy has neither directly nor indirectly guaranteed any securities of
Duke Energy Madison, LLC.
No Cinergy subsidiary company that is not a FUCO or EWG has transferred any
assets to Duke Energy Madison, LLC.
DUKE ENERGY VERMILLION, LLC
VMC Generating Company, which is 50% owned by CinCap VIII, LLC, has a 100%
interest in Duke Energy Vermillion, LLC. At December 31, 1999, Cinergy's
aggregate investment in Duke Energy Vermillion, LLC was $165.6 million.
Cinergy had neither directly nor indirectly guaranteed any securities of
Duke Energy Vermillion, LLC.
No Cinergy subsidiary company that is not a FUCO or EWG has transferred any
assets to Duke Energy Vermillion, LLC.
WESTWOOD OPERATING COMPANY, LLC
Cinergy Capital & Trading Inc., a wholly-owned subsidiary of Cinergy
Investments, has a 100% equity interest in Westwood Operating Company, LLC.
At December 31, 1999, Cinergy had a nominal investment in Westwood
Operating Company, LLC.
Cinergy has neither directly nor indirectly guaranteed any securities of
Westwood Operating Company, LLC.
No Cinergy subsidiary company that is not a FUCO or EWG has transferred any
assets to Westwood Operating Company, LLC.
EPR ELY LIMITED
EPR Ely Power Limited, which is 30% owned by Cinergy Global Ely, Inc.,
holds all of the authorized share capital of EPR Ely Limited. At December
31, 1999, Cinergy's total aggregate investment in EPR Ely Limited was $6.8
million.
Cinergy has neither directly nor indirectly guaranteed any securities of
EPR Ely Limited.
No Cinergy subsidiary company that is not an EWG or FUCO has transferred
any assets to EPR Ely Limited.
FOOTE CREEK III, LLC
Cinergy Global Foote Creek, Inc., a wholly-owned subsidiary of Global
Power, has a 100% equity interest in Foote Creek III, LLC. At December 31,
1999, Cinergy's aggregate investment in Foote Creek III, LLC was $14
million.
Cinergy has guaranteed $8.0 million of debt for Foote Creek III, LLC.
No Cinergy subsidiary company, that is not an EWG or FUCO, has transferred
any assets to Foote Creek III, LLC.
CINERGY GLOBAL POWER (UK) LIMITED
Cinergy Global Power, Inc., holds 100% of the Ordinary Shares of Cinergy
Global Power (UK) Limited. At December 31, 1999, Cinergy's aggregate
investment in Cinergy Global Power (UK) Limited was $3.7 million.
Cinergy has indirectly guaranteed, through Cinergy Global Resources, Inc.,
$20.9 million of payables due to counterparties of Cinergy Global Power
(UK) Limited.
No Cinergy subsidiary company that is not a FUCO has transferred any assets
to Cinergy Global Power (UK) Limited.
COPPERBELT
Cinergy Zambia B.V., a Dutch company, substantially all of whose equity is
held by Cinergy Holdings B.V., holds 3.89 million Ordinary Shares of
Copperbelt. At December 31, 1999, Cinergy's aggregate investment in
Copperbelt was $24.4 million.
Cinergy has neither directly nor indirectly guaranteed any securities of
Copperbelt.
No Cinergy subsidiary company that is not a FUCO has transferred any assets
to Copperbelt.
EOS I
Cinergy Turbines B.V., a wholly-owned subsidiary of Cinergy Holdings B.V.,
holds 485 of the 1,000 issued and outstanding shares (with a par value of
1,000 Pesetas per share) of EOS I. At December 31, 1999, Cinergy's
aggregate investment in EOS I was $4.15 million.
Cinergy has neither directly nor indirectly guaranteed any securities of
EOS I.
No Cinergy subsidiary company, that is not a FUCO, has transferred any
assets to EOS I.
EOS II
Cinergy Turbines B.V., a wholly-owned subsidiary of Cinergy Holdings B.V.,
holds 485 of the 1,000 issued and outstanding shares (with a par value of
1,000 Pesetas per share) of EOS II. At December 31, 1999, Cinergy's
aggregate investment in EOS II was $4.15 million.
Cinergy has neither directly nor indirectly guaranteed any securities of
EOS II.
No Cinergy subsidiary company, that is not a FUCO, has transferred any
assets to EOS II.
CRISA
Cinergy Hydro B.V., is the legal and beneficial owner of 85,908 shares,
representing approximately ninety-five and one-half percent (95.5%) of the
issued share capital of Crisa. At December 31, 1999, Cinergy's aggregate
investment in Crisa was $4.1 million.
Cinergy has neither directly nor indirectly guaranteed any securities of
Crisa.
No Cinergy subsidiary company, that is not a FUCO, has transferred any
assets in Crisa.
ASCOY
Crisa is the legal and beneficial owner of 8,335 shares, representing
nineteen and one-half (19.5%) of the issued share capital of Ascoy. Crisa
acquired its interest in Ascoy with funds entirely non-recourse to Cinergy.
Cinergy has neither nor indirectly guaranteed any securities of Ascoy.
No Cinergy subsidiary, that is not a FUCO, has transferred any assets in
Ascoy.
NARVA
Cinergy 1, B.V., a Dutch company, all of whose equity is held by Cinergy
Hydro B.V., holds an indirect sixty-seven percent (67%) equity interest in
the outstanding shares of Narva. This indirect interest is through Cinergy
1 B.V.'s sixty-seven percent (67%) holding in the share capital of
Startekor (the holder of 100% of the voting securities of Narva). At
December 31, 1999, Cinergy's aggregate investment in Narva was $5.4
million.
Cinergy has neither directly nor indirectly guaranteed any securities of
Narva.
No Cinergy subsidiary company that is not a FUCO has transferred any assets
to Narva.
MORAVSKE TEPLARNY A.S.
Cinergy Global Resources 1 B.V. is the legal and beneficial owner of 100%
of the issued share capital of Moravske Teplarny a.s. At December 31, 1999,
Cinergy's aggregate investment in Moravske Teplarny a.s. was $40.1 million.
Cinergy has neither directly nor indirectly guaranteed any securities of
Moravske Teplarny a.s.
No Cinergy subsidiary company that is not a FUCO has transferred any assets
to Moravske Teplarny a.s.
PLZENSKA ENERGETIKA S.R.O
Cinergy Global Resources 1 B.V. is the legal and beneficial owner of 100%
of the issued share capital of Plzenska Energetika s.r.o. At December 31,
1999, Cinergy's aggregate investment in Plzenska Energetika s.r.o.was $23.8
million.
Cinergy has neither directly nor indirectly guaranteed any securities of
Plzenska Energetika s.r.o.
No Cinergy subsidiary company that is not a FUCO has transferred any assets
to Plzenska Energetika s.r.o.
CINERGETIKA
Cinergy Global Resources 1 B.V. is the legal and beneficial owner of 700 of
the 701 issued and outstanding shares of Cinergetika. At December 31, 1999,
Cinergy's aggregate investment in Cinergetika was $26.6 million.
Cinergy has neither directly nor indirectly guaranteed any securities of
Cinergetika.
No Cinergy subsidiary company, that is not a FUCO, has transferred any
assets to Cinergetika.
CHROPYNE
Cinergy Global Resources 1 B.V. is the legal and beneficial owner of 100%
of the issued share capital of Chropyne. At December 31, 1999, Cinergy's
aggregate investment in Chropyne was $2.8 million.
Cinergy has neither directly nor indirectly guaranteed any securities of
Chropyne.
No Cinergy subsidiary company, that is not a FUCO, has transferred any
assets to Chropyne.
OTROKOVICE
Cinergy Global Resources 1 B.V. is the legal and beneficiary owner of
approximately 12% of the issued share capital of Otrokovice. At December
31, 1999, Cinergy's aggregate investment in Otrokovice was $1.5 million.
Cinergy has neither directly nor indirectly guaranteed any securities of
Otrokovice.
No Cinergy subsidiary company, that is not a FUCO, has transferred any
assets to Otrokovice.
DESEBRO
Cinergy 2 B.V. is the legal and beneficial owner of 3,608 shares (50% of
the issued share capital of Desebro). At December 31, 1999, Cinergy's
aggregate investment is Desebro was $3.8 million.
Cinergy has neither directly nor indirectly guaranteed any securities of
Desebro.
No Cinergy subsidiary company that is not a FUCO has transferred any assets
to Desebro.
SEMUTANG
Global Power, a Delaware corporation, has a 100% equity interest in
Semutang. Semutang holds a 30% interest in certain gas assets in a gas
field in Bangladesh. At December 31, 1999, Cinergy's total aggregate
investment in Semutang was $8.7 million.
Cinergy has neither directly nor indirectly guaranteed any securities of
Semutang.
No Cinergy subsidiary company that is not a FUCO has transferred any assets
to Semutang.
(C) CINCAP VI, LLC
Filed pursuant to Rule 104(b). See Exhibit J for the required information.
CINCAP VII, LLC
Cinergy has not obtained complete, meaningful financial statements for
CinCap VII, LLC as of December 31, 1999, and therefore is not in a position
to perform the requested calculations as of December 31, 1999. Commercial
operations have not yet commenced at CinCap VII, LLC.
DUKE ENERGY MADISON, LLC
Cinergy has not obtained complete, meaningful financial statements for Duke
Energy Madison, LLC as of December 31, 1999, and therefore is not in a
position to perform the requested calculations as of December 31, 1999.
Commercial operations have not yet commenced at Duke Energy Madison, LLC.
DUKE ENERGY VERMILLION, LLC
Cinergy has not obtained complete, meaningful financial statements for Duke
Energy Vermillion, LLC as of December 31, 1999, and therefore is not in a
position to perform the requested calculations as of December 31, 1999.
Commercial operations have not yet commenced at Duke Energy Vermillion,
LLC.
WESTWOOD OPERATING COMPANY, LLC
Filed pursuant to Rule 104(b). See Exhibit J for the required information.
EPR ELY LIMITED
Filed pursuant to Rule 104(b). See Exhibit J for the required information.
FOOTE CREEK III, LLC
Filed pursuant to Rule 104(b). See Exhibit J for the required information.
CINERGY GLOBAL POWER (UK) LIMITED
Cinergy has not obtained complete, meaningful financial statements for
Cinergy Global Power (UK) Limited as of December 31, 1999, and therefore is
not in a position to perform the requested calculations as of December 31,
1999.
COPPERBELT
Filed pursuant to Rule 104(b). See Exhibit J for the required information.
EOS I
Filed pursuant to Rule 104(b). See Exhibit J for the required information.
EOS II
Filed pursuant to Rule 104(b). See Exhibit J for the required information.
CRISA
Filed pursuant to Rule 104(b). See Exhibit J for the required information.
ASCOY
Filed pursuant to Rule 104(b). See Exhibit J for the required information.
NARVA
Filed pursuant to Rule 104(b). See Exhibit J for the required information.
MORAVSKE TEPLARNY A.S.
Filed pursuant to Rule 104(b). See Exhibit J for the required information.
PLZENSKA ENERGETIKA S.R.O.
Filed pursuant to Rule 104(b). See Exhibit J for the required information.
CINERGETIKA
Filed pursuant to Rule 104(b). See Exhibit J for the required information.
CHROPYNE
Filed pursuant to Rule 104(b). See Exhibit J for the required information.
OTROKOVICE
Cinergy has not obtained complete, meaningful financial statements for
Otrokovice as of December 31, 1999, and therefore is not in a position to
perform the requested calculations as of December 31, 1999.
DESEBRO
Filed pursuant to Rule 104(b). See Exhibit J for the required information.
SEMUTANG
Filed pursuant to Rule 104(b). See Exhibit J for the required information.
(d) CINCAP VI, LLC, CINCAP VII, LLC, DUKE ENERGY MADISON, LLC, DUKE ENERGY
VERMILLION, LLC, WESTWOOD OPERATING COMPANY, LLC, EPR ELY LIMITED, FOOTE
CREEK III, LLC, CINERGY GLOBAL POER UK LIMITED, COPPERBELT, EOS I, EOS II,
CRISA, ASCOY, NARVA, MORAVSKE TEPLARNY A.S., PLZENSKA ENERGETIKA S.R.O,
CINERGETIKA, CHROPYNE, OTROKOVICE, DESEBRO
Non-utility service agreement, as amended, among Cinergy, non-utility
subsidiaries of Cinergy and Services (pursuant to Rel. No. 35-26662, dated
2/7/97).
Pursuant to such agreement, Services renders a variety of centralized
administrative and support services, and allocates a proportional share of
certain costs to Cinergy's non-utility subsidiaries, including its EWGs,
foreign utility holding companies and/or FUCO subsidiaries. These
transactions are reported in Cinergy's U-13-60 for the year ended December
31, 1999.
PART II
See the following exhibits:
H Organizational chart showing the relationship of the various EWGs
and FUCOs to other system companies.
I-1 Financial Statements for EPR Ely Limited for the year ended
December 31, 1999. (Filed pursuant to Rule 104(b).)
I-2 Financial Statements for Copperbelt for the year ended December
31, 1999. (Filed pursuant to Rule 104(b).)
I-3 Financial Statements for EOS I for the year ended December 31,
1999. (Filed pursuant to Rule 104(b).)
I-4 Financial Statements for EOS II for the year ended December 31,
1999. (Filed pursuant to Rule 104(b).)
I-5 Financial Statements for Crisa for the year ended December 31,
1999. (Filed pursuant to Rule 104(b).)
I-6 Financial Statements for Ascoy for the year ended December 31,
1999. (Filed pursuant to Rule 104(b).)
I-7 Financial Statements for Narva for the year ended December 31,
1999. (Filed pursuant to Rule 104(b).)
I-8 Financial Statements for Moravske Teplarny a.s. for the year
ended December 31, 1999. (Filed pursuant to Rule 104(b).)
I-9 Financial Statements for Plzenska Energetika a.s. for the year
ended December 31, 1999. (Filed pursuant to Rule 104(b).)
I-10 Financial Statements for Cinergetika for the year ended December
31, 1999. (Filed pursuant to Rule 104(b).)
I-11 Financial Statements for Chropyne for the year ended December 31,
1999. (Filed pursuant to Rule 104(b).)
I-12 Financial Statements for Desebro for the year ended December 31,
1999. (Filed pursuant to Rule 104(b).)
I-13 Financial Statements for Semutang for the year ended December 31,
1999. (Filed pursuant to Rule 104(b).)
Note: Cinergy is working with its independent public accountants to prepare
audited financial statements for CinCap VI, LLC, Westwood Operating
Company, LLC, Foote Creek III, LLC, and Cinergy Global Power (UK)
Limited and expects such audited financial statements to be available
shortly. Cinergy will amend this annual report at such time to file
these audited financial statements with the Commission. As a result,
Cinergy is not in a position to perform the requested calculations as
of December 31, 1999 for these entities.
PART III
Cinergy had an aggregate investment of $580 million ($398 million in EWGs
and $182 million in FUCOs and FUCO-related subsidiaries) at December 31,
1999. The ratio of Cinergy's aggregate investment in FUCOs and EWGs to its
investment in domestic public utility subsidiary companies is 21%.
ITEM 10. FINANCIAL STATEMENTS AND EXHIBITS
CONSOLIDATING FINANCIAL STATEMENTS, SCHEDULES, AND NOTES
Financial Statements and Notes 1 through 19 to the Financial Statements are
incorporated herein by reference, in Exhibit A-1 (page 72), in the Cinergy
Annual Report on Form 10-K for 1999 (Item 8. Financial Statements and
Supplementary Data).
Financial Statements and Notes 1 through 19 to the Financial Statements are
incorporated herein by reference, in Exhibit A-3 (page 72), in the CG&E
Annual Report on Form 10-K for 1999 (Item 8. Financial Statements and
Supplementary Data).
Financial Statements and Notes 1 through 19 to the Financial Statements are
incorporated herein by reference, in Exhibit A-4 (page 72), in the PSI
Annual Report on Form 10-K for 1999 (Item 8. Financial Statements and
Supplementary Data).
Financial Statements and Notes 1 through 19 to the Financial Statements are
incorporated herein by reference, in Exhibit A-5 (page 72), in the ULH&P
Annual Report on Form 10-K for 1999 (Item 8. Financial Statements and
Supplementary Data).
EXHIBITS
The financial statements for certain of the direct and indirect
subsidiaries of Global Resources (See "Item 1. System Companies and
Investments Therein as of December 31, 1999" for a listing of Global
Resources' subsidiaries) have been omitted. These financial statements
concern companies who are either inactive or solely engaged in holding,
directly or indirectly, Global Resources' investments in EWGs or FUCOs. The
financial statements filed herein for Global Resources are designated as
Exhibits F-8 through F-10, I-3, and I-5 through I-17.
F-1 Consent of Independent Public Accountants.
F-2 Consolidating Financial Statements of Cinergy for 1999.
F-3 Consolidating Financial Statements of CG&E for 1999.
F-4 Consolidating Financial Statements of Investments for 1999. (Filed
pursuant to Rule 104(b).)
F-5 Consolidating Financial Statements of Capital & Trading for 1999.
(Filed pursuant to Rule 104(b).)
F-6 Consolidating Financial Statements of Solutions for 1999. (Filed
pursuant to Rule 104(b).)
F-7 Consolidating Financial Statements of Cinergy Business Solutions for
1999. (Filed pursuant to Rule 104(b).)
F-8 Consolidating Financial Statements of Global Resources for 1999.
(Filed pursuant to Rule 104(b).)
F-9 Consolidating Financial Statements of Cinergy Global Power for 1999.
(Filed pursuant to Rule 104(b).)
F-10 Consolidating Financial Statements of Cinergy Global Resources 1 BV
(Filed pursuant to Rule 104(b).)
F-11 Financial Statements of Cadence for 1999. (Filed pursuant to Rule
104(b).)
F-12 Financial Statements of CinCap IV, LLC for 1999. (Filed pursuant to
Rule 104(b).)
F-13 Summary of Selected Financial Information of Trigen-Cinergy Joint
Ventures for 1999. (Filed pursuant to Rule 104(b).)
F-14 Financial Statements of Reliant Services, LLC for 1999. (Filed
pursuant to Rule 104(b).)
F-15 Item 6. Part III - Supplemental Information Regarding Compensation and
Security Ownership of Officers and Directors of System Companies.
F-23 Financial Statements of CinCap V, LLC for 1999. (Filed pursuant to
Rule 104(b).)
F-24 Financial Statements of Lattice Communications, LLC for 1999. (Filed
pursuant to Rule 104(b).)
F-25 Financial Statements of Centrus, LLP for 1999. (Filed pursuant to Rule
104(b).)
H Organizational chart showing the relationship of EWGs and FUCOs to
other system companies.
I-1 Financial Statements of EPR Ely Limited for the year ended December
31, 1999. (Filed pursuant to Rule 104(b).)
I-2 Financial Statements of Copperbelt for the year ended December 31,
1999. (Filed pursuant to Rule 104(b).)
I-3 Financial Statements of EOS I for the year ended December 31, 1999.
(Filed pursuant to Rule 104(b).)
I-4 Financial Statements of EOS II for the year ended December 31, 1999.
(Filed pursuant to Rule 104(b).)
I-5 Financial Statements of Crisa for the year ended December 31, 1999.
(Filed pursuant to Rule 104(b).)
I-6 Financial Statements of Ascoy for the year ended December 31, 1999.
(Filed pursuant to Rule 104(b).)
I-7 Financial Statements of Narva for the year ended December 31, 1999.
(Filed pursuant to Rule 104(b).)
I-8 Financial Statements of Teplarny for the year ended December 31, 1999.
(Filed pursuant to Rule 104(b).)
I-9 Financial Statements of Energetika for the year ended December 31,
1999. (Filed pursuant to Rule 104(b).)
I-10 Financial Statements of Cinergetika for the year ended December 31,
1999. (Filed pursuant to Rule 104(b).)
I-11 Financial Statements of Chropyne for the year ended December 31, 1999.
(Filed pursuant to Rule 104(b).)
I-12 Financial Statements of Desebro for the year ended December 31, 1999.
(Filed pursuant to Rule 104(b).)
I-13 Financial Statements of Semutang for the year ended December 31, 1999.
(Filed pursuant to Rule 104(b).)
J Response to Item 9, Part I (c) for all EWGs and FUCOs. (Filed pursuant
to Rule 104(b).)
ITEM 10. EXHIBITS
Copies of the documents listed below which are identified with an asterisk
(*) have heretofore been filed with the SEC and are incorporated herein by
reference and made a part hereof. Exhibits not so identified are filed
herewith unless otherwise stated.
EXHIBIT
DESIGNATION NATURE OF EXHIBIT
A-1 *Annual Report of Cinergy on Form 10-K for the year ended
December 31, 1999. (File No. 1-11377.)
A-2 *2000 Proxy Statement and 1999 Financial Report for
the year ended December 31, 1999. (File No. 1-11377.)
A-3 *Annual Report of CG&E on Form 10-K for the year ended
December 31, 1999. (File No. 1-1232.)
A-4 *Annual Report of PSI on Form 10-K for the year ended
December 31, 1999. (File No. 1-3543.)
A-5 *Annual Report of ULH&P on Form 10-K for the year ended
December 31, 1999. (File No. 2-7793.)
B-1 *Certificate of Incorporation of Cinergy. (Exhibit to
Cinergy's 1993 Form 10-K in File No. 1-11377.)
B-2 *By-laws of Cinergy as amended October 15, 1998.
(Exhibit to Cinergy's October 15, 1998, Form 8-K in
File No. 1-11377.)
B-3 *By-laws of Cinergy as amended April 21, 1999.
(Exhibit to Cinergy's March 31, 1999, Form 10-Q in
File No. 1-11377).
B-4 *Amended Articles of Incorporation of CG&E effective
October 23, 1996. (Exhibit to CG&E's September 30, 1996,
Form 10-Q in File No. 1-1232.)
B-5 *Regulations of CG&E as amended, adopted April 25, 1996.
(Exhibit to CG&E's March 31, 1996, Form 10-Q, in
File No. 1-1232.)
B-6 *Amended Articles of Consolidation of PSI as amended
April 20, 1995. (Exhibit to PSI's June 30, 1995,
Form 10-Q in File No. 1-3543.)
B-7 *Amendment to Article D of the Amended Articles of
Consolidation of PSI effective July 10, 1997.
(Exhibit to PSI's 1997 Form 10-K in File No. 1-3543.)
B-8 *By-laws of PSI as amended December 17, 1996.
(Exhibit to PSI's March 31, 1997, Form 10-Q in
File No. 1-3543.)
B-9 *Restated Articles of Incorporation of ULH&P made
effective May 7, 1976. (Exhibit to ULH&P's Form 8-K,
May 1976, in File No. 2-7793.)
B-10 *By-laws of ULH&P as amended, adopted May 8, 1996.
(Exhibit to ULH&P's March 31, 1996, Form 10-Q in
File No. 2-7793.)
B-11 *Amendment to Restated Articles of Incorporation of ULH&P
(Article Third) and Amendment to the By-Laws of ULH&P
(Article 1), both effective July 24, 1997. (Exhibit
to ULH&P's Form 10-K in File No. 2-7793.)
B-12 By-laws of ULH&P as amended, adopted May 26, 1999.
B-13 *Certificate of Incorporation of Services.
(Exhibit to Cinergy's Form U5S filed May 1, 1996.)
B-14 *By-laws of Services. (Exhibit to Cinergy's Form U5S
filed May 1, 1996.)
B-15 *Articles of Incorporation of Tri-State. (Exhibit to
Cinergy's Form U5S filed May 1, 1996.)
B-16 *Regulations of Tri-State. (Exhibit to Cinergy's Form
U5S filed May 1, 1996.)
B-17 Regulations of Tri-State as amended, adopted May 28,
1999.
B-18 *Articles of Incorporation of Lawrenceburg.
(Exhibit to Cinergy's Form U5S filed May 1, 1996.)
B-19 *By-laws of Lawrenceburg. (Exhibit to Cinergy's Form U5S
filed May 1, 1996.)
B-20 By-laws of Lawrenceburg as amended, adopted May 28, 1999
B-21 *Articles of Incorporation of West Harrison as amended.
(Exhibit to Cinergy's Form U5S filed May 1, 1996.)
B-22 *By-laws of West Harrison. (Exhibit to Cinergy's Form
U5S filed May 1, 1996.)
B-23 By-laws of West Harrison as amended, adopted May 28,
1999.
B-24 *Articles of Incorporation of Miami as amended. (Exhibit
to Cinergy's Form U5S filed May 1, 1996.)
B-25 *By-laws of Miami. (Exhibit to Cinergy's Form U5S
filed May 1, 1996.)
B-26 By-laws of Miami as amended, adopted May 28, 1999.
B-27 *Articles of Incorporation of KO Transmission.
(Exhibit to Cinergy's Form U5S filed May 1, 1996.)
B-28 *By-laws of KO Transmission. (Exhibit to Cinergy's Form
U5S filed May 1, 1996.)
B-29 By-laws of KO Transmission as amended, adopted
May 28, 1999.
B-30 *Articles of Incorporation of South Construction.
(Exhibit to Cinergy's Form U5S filed May 1, 1996.)
B-31 *By-laws of South Construction. (Exhibit to Cinergy's
Form U5S filed May 1, 1996.)
B-32 *Certificate of Incorporation of Investments. (Exhibit to
Cinergy's Form U5S filed May 1, 1996.)
B-33 *By-laws of Investments. (Exhibit to Cinergy's Form U5S
filed May 1, 1996.)
B-34 *Articles of Incorporation of Cinergy-Cadence, Inc.
(Exhibit to Cinergy's Form U5S filed May 1, 1996.)
B-35 *Amended Articles of Incorporation of Cinergy-Cadence,
Inc. (Exhibit to Cinergy's Form U5S file April 30, 1999.)
B-36 *By-laws of Cinergy-Cadence, Inc. (Exhibit to Cinergy's
Form U5S filed May 1, 1996.)
B-37 *Certificate of Formation of Cadence. (Exhibit to
Cinergy's Form U5S filed May 1, 1998.)
B-38 *Amended Articles of Incorporation of Capital & Trading.
(Exhibit to Cinergy's Form U5S filed May 1, 1997.)
B-39 *By-laws of Capital & Trading. (Exhibit to Cinergy's Form
U5S filed May 1, 1996.)
B-40 Certificate of Formation of CinCap MVC OpCo, LLC.
B-41 *Certificate of Formation of CinCap IV, LLC.
(Exhibit to Cinergy's Form U5S filed May 1, 1998.)
B-42 *Certificate of Formation of CinCap V, LLC. (Exhibit to
Cinergy's Form U5S filed April 30, 1999.)
B-43 *Certificate of Formation of CinCap VI, LLC. (Exhibit to
Cinergy's Form U5S filed April 30, 1999.)
B-44 *Certificate of Formation of CinCap VIII, LLC.
(Exhibit to Cinergy's Form U5S filed April 30, 1999.)
B-45 *Certificate of Formation of CinCap VII, LLC. (Exhibit
to Cinergy's Form U5S filed April 30, 1999.)
B-46 Amended Agreement of Limited Liability Company of
CinCap VII, LLC
B-47 Certificate of Formation of Duke Energy Madison, LLC.
B-48 Certificate of Formation of Duke Energy Vermillion, LLC.
B-49 *Certificate of Formation of Westwood Operating Company,
LLC.(Exhibit to Cinergy's Form U5S filed April 30, 1999.)
B-50 *Certificate of Formation of CinPower I, LLC. (Exhibit to
Cinergy's Form U5S filed April 30, 1999.)
B-51 Amended Agreement of Limited Liability Agreement of
CinPower I, LLC.
B-52 *Amended Agreement of Limited Liability Company of
ProEnergy. (Exhibit to Cinergy's Form U5S filed
April 30, 1999.)
B-53 Certificate of Amendment to Certificate of Formation of
Cinergy Marketing & Trading, LLC. (The sole purpose of
the amendment was to change Producers Energy Marketing,
LLC's name to Cinergy Marketing & Trading, LLC.)
B-54 Second Amended Agreement of Limited Liability Company of
Cinergy Marketing & Trading LLC dated June 8, 1999.
B-55 *Certificate of Incorporation of Communications.
(Exhibit to Cinergy's Form U5S filed May 1, 1997.)
B-56 *By-laws of Communications. (Exhibit to Cinergy's Form
U5S filed May 1, 1997.)
B-57 Certificate of Incorporation of Cinergy
Telecommunications Networks Holdings, Inc.
B-58 By-laws of Cinergy Telecommunications Networks Holdings,
Inc. (The referenced agreement is with one or more
unaffiliated third parties, contains sensitive,
competitive information, and is subject to
confidentiality restrictions. Upon request, Cinergy
will use its best efforts to make such agreement
available to the SEC's staff.)
B-59 Certificate of Formation of Lattice Communciations, LLC.
(Filed under cover of Form SE.)
B-60 *Articles of Incorporation of Engineering. (Exhibit to
Cinergy's Form U5S filed May 1, 1998.)
B-61 *Regulations of Engineering. (Exhibit to Cinergy's Form
U5S filed May 1, 1998.)
B-62 *Certificate of Incorporation of Cinergy - Centrus, Inc.
(Exhibit to Cinergy's Form U5S filed April 30, 1999.)
B-63 *By laws of Cinergy - Centrus, Inc. (Exhibit to Cinergy's
Form U5S filed April 30, 1999.)
B-64 *Partnership Agreement of Centrus, LLP. (The referenced
agreement is with one or more unaffiliated third parties,
contains sensitive, competitive information, and is
subject to confidentiality restrictions. Upon request,
Cinergy will use its best efforts to make such agreement
available to the SEC's staff.)
B-65 *Certificate of Incorporation of Cinergy - Centrus
Communications, Inc. (Exhibit to Cinergy's Form U5S
filed April 30, 1999.)
B-66 *By-laws of Cinergy - Centrus Communications, Inc.
(Exhibit to Cinergy's Form U5S filed April 30, 1999.)
B-67 *Certificate of Incorporation of Cinergy Resources, Inc.
(Exhibit to Cinergy's Form U5S filed May 1, 1996.)
B-68 *By-laws of Cinergy Resources, Inc. (Exhibit to Cinergy's
Form U5S filed May 1, 1996.)
B-69 *Certificate of Incorporation of Solutions. (Exhibit to
Cinergy's Form U5S filed May 1, 1999.)
B-70 *By-laws of Solutions. (Exhibit to Cinergy's Form U5S
filed May 1, 1998.)
B-71 No information is being filed under the designation of
Exhibit B-71.
B-72 Certificate of Incorporation of 3036243 Nova Scotia
Company. (Filed under cover of Form SE.)
B-73 Limited Liability Company Agreement of Cinergy Solutions
Limited Partnership. (The referenced agreement is with
one or more unaffiliated third parties, contains
sensitive, competitive information, and is subject to
confidentiality restrictions. Upon request, Cinergy will
use its best efforts to make such agreement available to
the SEC's staff.)
B-74 *Certificate of Incorporation of Cinergy Business
Solutions, Inc. (Exhibit to Cinergy's Form U5S filed
April 30, 1999.)
B-75 *By-laws of Cinergy Business Solutions, Inc. (Exhibit to
Cinergy's Form U5S filed April 30, 1999.)
B-76 Amendment of Articles of Rose Technology Group Limited.
(Filed under cover of Form SE.)
B-77 *Articles of Incorporation of Cinergy Customer Care, Inc.
(Exhibit to Cinergy's Form U5S filed April 30, 1999.)
B-78 *By-laws of Cinergy Customer Care, Inc. (Exhibit to
Cinergy's Form U5S filed April 30, 1999.)
B-79 Certificate of Formation of Cinergy EPCOM, LLC.
B-80 Certificate of Formation of Cinergy EPCOM College Park,
LLC.
B-81 Certificate of Incorporation of Cinergy Solutions of
Golden, Inc.
B-82 *Certificate of Incorporation of Cinergy Solutions of
Tuscola, Inc. (Exhibit to Cinergy's Form U5S filed
April 30, 1999.)
B-84 *By-laws of Cinergy Solutions of Tuscola, Inc. (Exhibit
to Cinergy's Form U5S filed April 30, 1999.)
B-83 *Certificate of Formation of Energy Equipment Leasing LLC.
(Exhibit to Cinergy's Form U5S filed April 30, 1999.)
B-84 *Certificate of Formation of Trigen-Cinergy. (Exhibit
to Cinergy's Form U5S filed May 1, 1998.)
B-85 Certificate of Formation of Trigen-Cinergy Solutions of
Ashtabula, LLC.
B-86 *Limited Liability Company Agreement of Trigen-Cinergy
Solutions of Baltimore LLC. (The referenced agreement
is with one or more unaffiliated third parties, contains
sensitive, competitive information, and is subject to
confidentiality restrictions. Upon request, Cinergy will
use its best efforts to make such agreement available to
the SEC's staff.)
B-87 *Certificate of Formation of Trigen-Cinergy Solutions of
Boca Raton, LLC. (Exhibit to Cinergy's Form U5S filed
April 30, 1999.)
B-88 *Articles of Organization of Trigen-Cinergy Cincinnati.
(Exhibit to Cinergy's Form U5S filed May 1, 1998.)
B-89 Certificate of Formation of Trigen-Cinergy Solutions of
College Park, LLC.
B-90 Certificate of Formation of Trigen-Cinergy Solutions of
Danville, LLC.
B-91 *Certificate of Formation of Trigen-Cinergy Illinois.
(Exhibit to Cinergy's Form U5S filed May 1, 1998.)
B-92 Certificate of Formation of Trigen-Cinergy Solutions of
Lansing LLC.
B-93 *Certificate of Formation of Trigen-Cinergy Solutions of
Orlando LLC. (Exhibit to Cinergy's Form U5S filed
April 30, 1999.)
B-94 Certificate of Formation of Trigen-Cinergy Solutions of
Owings Mills LLC.
B-95 Certificate of Formation of Trigen-Cinergy Solutions of
Owings Mills Energy Equipment Leasing, LLC.
B-96 Certificate of Formation of Trigen-Cinergy Solutions of
Rochester LLC.
B-97 Certificate of Amendment of Trigen-Cinergy Solutions of
Silver Grove LLC. (Filed under cover of Form SE.)
B-98 Resolutions of Trigen-Cinergy Solutions of Silver Grove
LLC. (Filed under cover of Form SE.)
B-99 *Limited Liability Company Agreement of Trigen-Cinergy
Solutions of St. Paul LLC. (The referenced agreement is
with one or more unaffiliated third parties, contains
sensitive, competitive information, and is subject to
confidentiality restrictions. Upon request, Cinergy will
use its best efforts to make such agreement available to
the SEC's staff.)
B-100 *Certificate of Formation of Trigen-Cinergy Solutions of
Tuscola, LLC. (Exhibit to Cinergy's Form U5S filed
April 30, 1999.)
B-101 *Certificate of Incorporation of Cinergy Supply Network,
Inc.(Exhibit to Cinergy's Form U5S filed April 30, 1999.)
B-102 *By-laws of Cinergy Supply Network, Inc. (Exhibit to
Cinergy's Form U5S filed April 30, 1999.)
B-103 *Articles of Organization of Reliant Services, LLC.
(Exhibit to Cinergy's Form U5S filed April 30, 1999.)
B-104 *Articles of Incorporation of Technology. (Exhibit to
Cinergy's Form U5S filed May 1, 1996.)
B-105 *By-laws of Technology. (Exhibit to Cinergy's Form U5S
filed May 1, 1996.)
B-106 *Amended Articles of Incorporation of Enertech. (Exhibit
to Cinergy's Form U5S filed May 1, 1997.)
B-107 *Regulations of Enertech. (Exhibit to Cinergy's Form U5S
filed May 1, 1996.)
B-108 *Certificate of Incorporation of Global Resources.
(Exhibit to Cinergy's Form U5S filed April 30, 1999.)
B-109 *By-laws of Global Resources. (Exhibit to Cinergy's Form
U5S filed April 30, 1999.)
B-110 *Certificate of Incorporation of Global Power. (Formerly
Cinergy Investments MPI, Inc.) (Exhibit to Cinergy's Form
U5S filed May 1, 1998.)
B-111 *By-laws of Global Power. (Exhibit to Cinergy's Form U5S
filed May 1, 1998.)
B-112 *Certificate of Incorporation of Cinergy Global Ely,
Inc.(Exhibit to Cinergy's Form U5S filed April 30, 1999.)
B-113 *By-laws of Cinergy Global Ely, Inc. (Exhibit to
Cinergy's Form U5S filed April 30, 1999.)
B-114 *Articles of Association of EPR Ely Power Limited.
(Exhibit to Cinergy's Form U5S filed April 30, 1999.)
B-115 *Articles of Association of EPR Ely Limited. (Exhibit to
Cinergy's Form U5S filed April 30, 1999.)
B-116 Articles of Association of Ely Power Limited.
B-117 Articles of Association of Anglian Straw Limited.
B-118 Certificate of Incorporation of Cinergy Global Foote
Creek, Inc.
B-119 By-laws of Cinergy Global Foote Creek, Inc.
B-120 Certificate of Formation of Foote Creek III, LLC. (Filed
under cover of Form SE.)
B-121 Certificate of Incorporation of Cinergy Global Foote
Creek II, Inc.
B-122 By-laws of Cinergy Global Foote Creek II, Inc.
B-123 Certificate of Formation of Foote Creek II, LLC. (Filed
under cover of Form SE.)
B-124 *Articles of Association of Cinergy Global Power
Services Limited. (Exhibit to Cinergy's Form U5S filed
April 30, 1999.)
B-125 *Articles of Association of Cinergy Global Power
Limited. (Exhibit to Cinergy's Form U5S filed April 30,
1999.)
B-126 *Articles of Association of MPI International Limited.
(Exhibit to Cinergy's Form U5S filed April 30, 1999.)
B-127 *Certificate of Incorporation on name change of MPI
International Limited. (Exhibit to Cinergy's Form U5S
filed May 1, 1998.)
B-128 *Articles of Association of Cinergy Global Power (UK)
Limited. (Exhibit to Cinergy's Form U5S filed April 30,
1999.)
B-129 Articles of Association of Cinergy Global Trading
Limited.
B-130 *Certificate of Incorporation of Cinergy Global San
Gorgonio, Inc. (Exhibit to Cinergy's Form U5S filed
April 30, 1999.)
B-131 *By-laws of Cinergy Global San Gorgonio, Inc. (Exhibit
to Cinergy's Form U5S filed April 30, 1999.)
B-132 *Certificate of Formation of San Gorgonio Westwinds II,
LLC.(Exhibit to Cinergy's Form U5S filed April 30, 1999.)
B-133 *Certificate of Incorporation of Cinergy Global
Holdings, Inc. (Exhibit to Cinergy's Form U5S filed
April 30, 1999.)
B-134 *By-laws of Cinergy Global Holdings, Inc. (Exhibit to
Cinergy's Form U5S filed April 30, 1999.)
B-135 *Articles of Association of Cinergy Holdings B.V.
(Exhibit to Cinergy's Form U5S filed April 30, 1999.)
B-136 *Articles of Association of Cinergy Zambia B.V. (Exhibit
to Cinergy's Form U5S filed April 30, 1999.)
B-137 *Articles of Association of Copperbelt. (Exhibit to
Cinergy's Form U5S filed April 30, 1999.)
B-138 *Articles of Association of Cinergy Turbines B.V. (Exhibit
to Cinergy's Form U5S filed April 30, 1999.)
B-139 *Certificate of Incorporation of EOS I. (Exhibit to
Cinergy's Form U5S filed April 30, 1999.)
B-140 *Certificate of Incorporation of EOS II. (Exhibit to
Cinergy's Form U5S filed April 30, 1999.)
B-141 *Articles of Association of Cinergy Hydro B.V. (Exhibit
to Cinergy's Form U5S filed April 30, 1999.)
B-142 *Articles of Association of Crisa. (Exhibit to Cinergy's
Form U5S filed April 30, 1999.)
B-143 Certificate of Incorporation of Cinergy Global Power
Iberia, S.A.
B-144 Articles of Association of Cinergy Global Power
Iberia, S.A.
B-145 Certificate of Incorporation of Escambeo, S.L.
B-146 Articles of Association of Escambeo, S.L.
B-147 Certificate of Incorporation of Parque Eolico de Ascoy,
S.A.
B-148 Articles of Association of Parque Eolico de Ascoy, S.A.
B-149 Certificate of Incorportion of Ventoabrego, S.L.
B-150 Articles of Association of Ventoabrego, S.L.
B-151 *Articles of Association of Vendresse Limited. (Exhibit
to Cinergy's Form U5S filed April 30, 1999.)
B-152 *Articles of Association of Cinergy 1 B.V. (Exhibit to
Cinergy's Form U5S filed April 30, 1999.)
B-153 *Statement of Incorporation of Startekor. (Exhibit to
Cinergy's Form U5S filed April 30, 1999.)
B-154 *Statement of Incorporation of Narva. (Exhibit to
Cinergy's Form U5S filed April 30, 1999.)
B-155 *Articles of Association of Cinergy Global
Resources 1 B.V. (Exhibit to Cinergy's Form U5S
filed April 30, 1999.)
B-156 *Extract from the Companies Register for Moravske
Teplarny a.s. (Exhibit to Cinergy's Form U5S filed
April 30, 1999.)
B-157 *Extract from the Companies Register for Plzenska
Energetika s.r.o. (Exhibit to Cinergy's Form U5S filed
April 30, 1999.)
B-158 *Articles of Association of Cinergy Global Resources
a.s.(Exhibit to Cinergy's Form U5S filed April 30, 1999.)
B-159 Articles of Association of Cinergetika U/L a.s. (Filed
under cover of Form SE.)
B-160 Articles of Association of Energetika Chropyne a.s.
(Filed under cover of Form SE.)
B-161 Articles of Association of Teplarna Otrokovice a.s.
(Filed under cover of Form SE.)
B-162 *Articles of Association of Cinergy 2 B.V. (Exhibit to
Cinergy's Form U5S filed April 30, 1999.)
B-163 *Certificate of Incorporation of Desebro. (Exhibit to
Cinergy's Form U5S filed April 30, 1999.)
B-164 Certificate of Incorporation of Northeolic Pico Gallo,
S.L.
B-165 Articles of Association of Northeolic Pico Gallo, S.L.
B-166 Certificate of Incorporation of Desarrollos Eolico El
Aguila, S.A.
B-167 Articles of Association of Desarrollos Eolico El Aguila,
S.A.
B-168 Certificate of Incorporation of Sinergia Aragonesa, S.L.
B-169 Articles of Association of Sinergia Aragonesa, S.L.
B-170 Deed of Incorporation of Cinergy Global Baghabari I B.V.
B-171 Certificate of Incorporation of Cinergy Global Baghabari
I B.V.
B-172 Certificate of Incorporation of Baghabari Power Company
Limited.
B-173 Articles of Association of Baghabari Power Company
Limited. (Filed under cover of Form SE.)
B-174 Deed of Incorporation of Cinergy Global Baghabari II B.V.
B-175 Certificate of Incorporation of Cinergy Global Baghabari
II B.V.
B-176 Deed of Incorporation of Cinergy Global 3 B.V.
B-177 Certificate of Incorporation of Cinergy Global 3 B.V.
B-178 Deed of Incorporation of Cinergy Global 4 B.V.
B-179 Certificate of Incorporation of Cinergy Global 4 B.V.
B-180 *Memorandum of Association of Cinergy Global (Cayman)
Holdings, Inc. (formerly Cinergy MPI III, Inc.).
(Memorandums of Association of Cinergy MPI II, Inc.
through Cinergy MPI XV, Inc. are identical to that of
Cinergy Global Hydrocarbons Pakistan and will be
furnished upon request.) (Exhibit to Cinergy's Form U5S
filed May 1, 1998.)
B-181 *Articles of Association of Cinergy Global (Cayman)
Holdings, Inc. (formerly Cinergy MPI III, Inc.).
(Articles of Association of Cinergy MPI II, Inc. through
Cinergy MPI XV, Inc. are identical to that of Cinergy
Global Hydrocarbons Pakistan and will be furnished upon
request.)
(Exhibit to Cinergy's Form U5S filed May 1, 1998.)
B-182 *Memorandum of Association of Cinergy Global Hydrocarbons
Pakistan (formerly Cinergy MPI I, Inc.). (Memorandums
of Association of Cinergy MPI II, Inc. through Cinergy
MPI XV, Inc. are identical to that of Cinergy Global
Hydrocarbons Pakistan and will be furnished upon
request.) (Exhibit to Cinergy's Form U5S
filed May 1, 1998.)
B-183 *Articles of Association of Cinergy Global Hydrocarbons
Pakistan. (Articles of Association of Cinergy MPI II,
Inc. through Cinergy MPI XV, Inc. are identical to that
of Cinergy Global Hydrocarbons Pakistan and will be
furnished upon request.) (Exhibit to Cinergy's Form U5S
filed May 1, 1998.)
B-184 *Memorandum of Association of Cinergy Global Tsavo Power
(formerly Cinergy MPI II, Inc.). (Memorandums of
Association of Cinergy MPI II, Inc. through Cinergy MPI
XV, Inc. are identical to that of Cinergy Global
Hydrocarbons Pakistan and will be furnished upon
request.) (Exhibit to Cinergy's Form U5S filed
May 1, 1998.)
B-185 *Articles of Association of Cinergy Global Tsavo Power
(formerly Cinergy MPI II, Inc.). (Articles of Association
of Cinergy MPI II, Inc. through Cinergy MPI XV, Inc. are
identical to that of Cinergy Global Hydrocarbons Pakistan
and will be furnished upon request.) (Exhibit to
Cinergy's Form U5S filed May 1, 1998.)
B-186 *Articles of Association of Semutang. (Exhibit to
Cinergy's Form U5S filed April 30, 1999.)
B-187 No information is being filed under the designation of
Exhibit B-187.
B-188 *Certificate of Incorporation of Cinergy UK. (Exhibit to
Cinergy's Form U5S filed May 1, 1997.)
B-189 *By-laws of Cinergy UK. (Exhibit to Cinergy's Form U5S
filed May 1, 1997.)
B-190 By-laws of Cinergy UK as amended, July 15, 1999.
B-191 *Articles of Incorporation of Argentina. (Exhibit to
Cinergy's Form U5S filed May 1, 1996.)
B-192 *By-laws of Argentina. (Exhibit to Cinergy's Form U5S
filed May 1, 1996.)
B-193 *Articles of Incorporation of Costanera. (Exhibit to
Cinergy's Form U5S filed May 1, 1996.)
B-194 *By-laws of Costanera. (Exhibit to Cinergy's Form U5S
filed May 1, 1996.)
B-195 *Articles of Incorporation of PSI Energy Argentina, Inc.
(Exhibit to Cinergy's Form U5S filed May 1, 1996.)
B-196 *By-laws of PSI Energy Argentina, Inc. (Exhibit to
Cinergy's Form U5S filed May 1, 1996.)
B-197 Memorandum of Association of Anglian Straw Limited.
B-198 Certificate of Incorporation of Ely Power Limited.
(Filed under cover of Form SE.)
C-1 *Original Indenture (First Mortgage Bonds) dated
September 1, 1939, between PSI and The First National
Bank of Chicago, as Trustee (Exhibit A-Part 3 in File
No. 70-258), and LaSalle National Bank as successor
Trustee (Supplemental Indenture dated March 30, 1984).
C-2 *Twenty-fifth Supplemental Indenture between PSI and The
First National Bank of Chicago dated September 1, 1978.
(Exhibit to File No. 2-62543.)
C-3 *Thirty-fifth Supplemental Indenture between PSI and The
First National Bank of Chicago dated March 30, 1984.
(Exhibit to PSI's 1984 Form 10-K in File No.1-3543.)
C-4 *Forty-second Supplemental Indenture between PSI and
LaSalle National Bank dated August 1, 1988. (Exhibit to
PSI's 1988 Form 10-K in File No. 1-3543.)
C-5 *Forty-fourth Supplemental Indenture between PSI and
LaSalle National Bank dated March 15, 1990. (Exhibit to
PSI's 1990 Form 10-K in File No. 1-3543.)
C-6 *Forty-fifth Supplemental Indenture between PSI and
LaSalle National Bank dated March 15, 1990. (Exhibit to
PSI's 1990 Form 10-K in File No. 1-3543.)
C-7 *Forty-sixth Supplemental Indenture between PSI and
LaSalle National Bank dated June 1, 1990. (Exhibit to
PSI's 1991 Form 10-K in File No. 1-3543.)
C-8 *Forty-seventh Supplemental Indenture between PSI and
LaSalle National Bank dated July 15, 1991. (Exhibit to
PSI's 1991 Form 10-K in File No. 1-3543.)
C-9 *Forty-eighth Supplemental Indenture between PSI and
LaSalle National Bank dated July 15, 1992. (Exhibit to
PSI's 1992 Form 10-K in File No. 1-3543.)
C-10 *Forty-ninth Supplemental Indenture between PSI and
LaSalle National Bank dated February 15, 1993. (Exhibit
to PSI's 1992 Form 10-K in File No. 1-3543.)
C-11 *Fiftieth Supplemental Indenture between PSI and LaSalle
National Bank dated February 15, 1993. (Exhibit to PSI's
1992 Form 10-K in File No. 1-3543.)
C-12 *Fifty-first Supplemental Indenture between PSI and
LaSalle National Bank dated February 1, 1994. (Exhibit
to PSI's 1993 Form 10-K in File No. 1-3543.)
C-13 *Fifty-second Supplemental Indenture between PSI and
LaSalle National Bank dated April 30, 1999. (Exhibit to
PSI's March 31, 1999, Form 10-Q in File No.1-3543.)
C-14 *Indenture (Secured Medium-term Notes, Series A), dated
July 15, 1991, between PSI and LaSalle National Bank,
as Trustee. (Exhibit to PSI's Form 10-K/A, Amendment
No. 2, dated July 15, 1993, in File No. 1-3543.)
C-15 *Indenture (Secured Medium-term Notes, Series B), dated
July 15, 1992, between PSI and LaSalle National Bank,
as Trustee. (Exhibit to PSI's Form 10-K/A, Amendment
No. 2, dated July 15, 1993, in File No. 1-3543.)
C-16 *Loan Agreement between PSI and the City of Princeton,
Indiana dated as of November 7, 1996. (Exhibit to PSI's
September 30, 1996, Form 10-Q in File No. 1-3543.)
C-17 *Loan Agreement between PSI and the City of Princeton,
Indiana dated as of February 1, 1997. (Exhibit to
Cinergy's 1996 Form 10-K in File No. 1-11377.)
C-18 *Indenture dated November 15, 1996, between PSI and The
Fifth Third Bank, as Trustee. (Exhibit to Cinergy's 1996
Form 10-K in File No. 1-11377.)
C-19 *First Supplemental Indenture (6.35% due 2006) dated
November 15, 1996, between PSI and The Fifth Third Bank,
as Trustee. (Exhibit to Cinergy's 1996 Form 10-K in
File No. 1-11377.)
C-20 *Third Supplemental Indenture dated as of March 15, 1998,
between PSI and the Fifth Third Bank, as Trustee.
(Exhibit to PSI's 1997 Form 10-K in File No. 1-3543.)
C-21 *Fourth Supplemental Indenture dated as of August 5, 1998,
between PSI and The Fifth Third Bank, as Trustee.
(Exhibit to PSI's 1998 Form 10-K in File No. 1-3543.)
C-22 *Fifth Supplemental Indenture dated as of December 15,
1998, between PSI and The Fifth Third Bank, as Trustee.
(Exhibit to PSI's 1998 form 10-K in File No. 1-3543.)
C-23 *Sixth Supplemental Indenture dated as of April 30, 1999,
between PSI and The Fifth Third Bank, as Trustee.
(Exhibit to PSI's March 31, 1999, Form 10-Q in
File No. 1-3543.)
C-24 *Seventh Supplemental Indenture dated as of October 20,
1999, between PSI and The Fifth Third Bank, as Trustee.
(Exhibit to PSI's September 30, 1999, Form 10-Q in
File No. 1-3543.)
C-25 *Unsecured Promissory Note dated as of October 14, 1998,
between PSI and the Rural Utilities Service. (Exhibit to
PSI's 1998 Form 10-K in File No. 1-3543.)
C-26 *Loan Agreement between PSI and the Indiana Department
Finance Authority dated as of July 15, 1998. Exhibit to
PSI's June 30, 1998, Form 10-Q in File No. 1-3543.)
C-27 *Original Indenture (First Mortgage Bonds) between CG&E
and The Bank of New York (as successor Trustee) dated as
of August 1, 1936. (Exhibit to CG&E's Registration
Statement No. 2-2374.)
C-28 *Fourteenth Supplemental Indenture between CG&E and The
Bank of New York dated as of November 2, 1972. (Exhibit
to CG&E's Registration Statement No. 2-60961.)
C-29 *Thirty-third Supplemental Indenture between CG&E and The
Bank of New York dated as of September 1, 1992.
(Exhibit to CG&E's Registration Statement No. 33-53578.)
C-30 *Thirty-fourth Supplemental Indenture between CG&E and
The Bank of New York dated as of October 1, 1993.
(Exhibit to CG&E's September 30, 1993, Form 10-Q in
File No. 1-1232.)
C-31 *Thirty-fifth Supplemental Indenture between CG&E and The
Bank of New York dated as of January 1, 1994. (Exhibit
to CG&E's Registration Statement No. 33-52335.)
C-32 *Thirty-sixth Supplemental Indenture between CG&E and
The Bank of New York dated as of February 15, 1994.
(Exhibit to CG&E's Registration Statement No. 33-52335.)
C-33 *Thirty-seventh Supplemental Indenture between CG&E
and The Bank of New York dated as of October 4, 1996.
(Exhibit to Cinergy's 1996 Form 10-K in File No.1-11377.)
C-34 *Loan Agreement between CG&E and County of Boone, Kentucky
dated as of February 1, 1985. (Exhibit to CG&E's 1984
Form 10-K in File No. 1-1232.)
C-35 *Repayment Agreement between CG&E and The Dayton Power and
Light Company dated as of December 23, 1992. (Exhibit to
CG&E's 1992 Form 10-K in File No. 1-1232.)
C-36 *Loan Agreement between CG&E and County of Boone, Kentucky
dated as of January 1, 1994. (Exhibit to CG&E's 1993 Form
10-K in File No. 1-1232.)
C-37 *Loan Agreement between CG&E and State of Ohio Air Quality
Development Authority dated as of December 1, 1985.
(Exhibit to CG&E's 1985 Form 10-K in File No. 1-1232.)
C-38 *Loan Agreement between CG&E and State of Ohio Air Quality
Development Authority dated as of December 1, 1985.
(Exhibit to CG&E's 1985 Form 10-K in File No. 1-1232.)
C-39 *Loan Agreement between CG&E and the State of Ohio Air
Quality Development Authority dated as of September 13,
1995. (Exhibit to CG&E's September 30, 1995, Form 10-Q
in File No. 1-1232.)
C-40 *Loan Agreement between CG&E and the State of Ohio Air
Quality Development Authority dated as of September 13,
1995. (Exhibit to CG&E's September 30, 1995, Form 10-Q
in File No. 1-1232.)
C-41 *Loan Agreement between CG&E and State of Ohio Water
Development Authority dated as of January 1, 1994.
(Exhibit to CG&E's 1993 Form 10-K in File No. 1-1232.)
C-42 *Loan Agreement between CG&E and State of Ohio Air Quality
Development Authority dated as of January 1, 1994.
(Exhibit to CG&E's 1993 Form 10-K in File No. 1-1232.)
C-43 *Original Indenture (Unsecured Debt Securities) between
CG&E and The Fifth Third Bank dated as of May 15, 1995.
(Exhibit to CG&E's Form 8-A dated July 24, 1995, in File
No. 1-1232.)
C-44 *First Supplemental Indenture between CG&E and The Fifth
Third Bank dated as of June 1, 1995. (Exhibit to CG&E's
June 30, 1995, Form 10-Q in File No. 1-1232.)
C-45 *Second Supplemental Indenture between CG&E and The Fifth
Third Bank dated as of June 30, 1995. (Exhibit to CG&E's
Form 8-A dated July 24, 1995, in File No. 1-1232.)
C-46 *Third Supplemental Indenture between CG&E and The Fifth
Third Bank dated as of October 9, 1997. (Exhibit to
CG&E's September 30, 1997, Form 10-Q in File No. 1-1232.)
C-47 *Fourth Supplemental Indenture between CG&E and The Fifth
Third Bank dated as of April 1, 1998. (Exhibit to CG&E's
March 31, 1998, Form 10-Q in File No. 1-1232.)
C-48 *Fifth Supplemental Indenture between CG&E and The Fifth
Third Bank dated as of June 9, 1998. (Exhibit to CG&E's
June 30, 1998, Form 10-Q in File No. 1-1232.)
C-49 *Original Indenture (First Mortgage Bonds) between ULH&P
and The Bank of New York dated as of February 1, 1949.
(Exhibit to ULH&P's Registration Statement No. 2-7793.)
C-50 *Fifth Supplemental Indenture between ULH&P and The Bank
of New York dated as of January 1, 1967. (Exhibit to
CG&E's Registration Statement No. 2-60961.)
C-51 *Thirteenth Supplemental Indenture between ULH&P and The
Bank of New York dated as of August 1, 1992. (Exhibit to
ULH&P's 1992 Form 10-K in File No. 2-7793.)
C-52 *Original Indenture (Unsecured Debt Securities) between
ULH&P and The Fifth Third Bank dated as of July 1, 1995.
(Exhibit to ULH&P's June 30, 1995, Form 10-Q in
File No. 2-7793.)
C-53 *First Supplemental Indenture between ULH&P and The Fifth
Third Bank dated as of July 15, 1995. (Exhibit to
ULH&P's June 30, 1995, Form 10-Q in File No. 2-7793.)
C-54 *Second Supplemental Indenture between ULH&P and The Fifth
Third Bank dated as of April 30, 1998. (Exhibit to
ULH&P's March 31, 1998 Form 10-Q in File No. 2-7793.)
C-55 *Third Supplemental Indenture between ULH&P and The Fifth
Third Bank dated as of December 8, 1998. (Exhibit to
ULH&P's 1998 Form 10-K in File No. 2-7793.)
C-56 *Fourth Supplemental Indenture between ULH&P and The Fifth
Third Bank dated as of September 17, 1999. (Exhibit to
ULH&P's September 30, 1999, Form 10-Q in File No.2-7793.)
C-57 *Base Indenture dated as of October 15, 1998, between
Global Resources and The Fifth Third Bank as Trustee.
(Exhibit to Cinergy's September 30, 1998, Form 10-Q in
File No. 1-11377.)
C-58 *First Supplemental Indenture dated as of October 15,
1998, between Cinergy and The Fifth Third Bank as
Trustee. (Exhibit to Cinergy's September 30, 1998, Form
10-Q in File No. 1-11377.)
C-59 *Indenture dated as of December 16, 1998, between Cinergy
and The Fifth Third Bank. (Exhibit to Cinergy's 1998 Form
10-K in File No. 1-11377.)
C-60 *Indenture dated as of April 15, 1999, between Cinergy
and The Fifth Third Bank. (Exhibit to Cinergy's March 31,
1999, Form 10-Q in File No. 1-11377.)
C-61 *Agreement for Purchase and Sale of Assets, dated
March 31, 1994, by and between Columbia Gas as Seller and
KO Transmission as Buyer. (Exhibit to Cinergy's Form U5B
filed January 23, 1995.)
C-62 *Agreement for Purchase and Sale of Line AM-4, dated
March 31, 1994, by and between Columbia Gas as Seller
and KO Transmission as Buyer. Exhibit to Cinergy's Form
U5B filed January 23, 1995.)
D-1 *Agreement between Cinergy and subsidiary companies for
filing consolidated income tax returns and for allocation
of consolidated income tax liabilities and benefits.
(Exhibit to Cinergy's Form U5S filed May 1, 1997.)
D-2 Schedule detailing reallocation of 1998 taxes in
accordance with agreement filed as Exhibit D-1 (Filed
pursuant to Rule 104(b).)
F-1 Consent of Independent Public Accountants.
F-2 Consolidating Financial Statements of Cinergy for 1999.
F-3 Consolidating Financial Statements of CG&E for 1999.
F-4 Consolidating Financial Statements of Investments for
1999. (Filed pursuant to Rule 104(b).)
F-5 Consolidating Financial Statements of Capital & Trading
for 1999. (Filed pursuant to Rule 104(b).)
F-6 Consolidating Financial Statements of Solutions for 1999.
(Filed pursuant to Rule 104(b).)
F-7 Consolidating Financial Statements of Cinergy Business
Solutions for 1999. (Filed pursuant to Rule 104(b).)
F-8 Consolidating Financial Statements of Global Resources
for 1999. (Filed pursuant to Rule 104(b).)
F-9 Consolidating Financial Statements of Global Power for
1999. (Filed pursuant to Rule 104(b).)
F-10 Consolidating Financial Statements of Cinergy Global
Resources 1 B.V. (Filed pursuant to Rule 104(b).)
F-11 Financial Statements of Cadence for 1999. (Filed
pursuant to Rule 104(b).)
F-12 Financial Statements of CinCap IV, LLC for 1999.
(Filed pursuant to Rule 104(b).)
F-13 Summary of Selected Financial Information of
Trigen-Cinergy Joint Ventures for 1999. (Filed pursuant
to Rule 104(b).)
F-14 Financial Statements of Reliant Services, LLC for 1999.
(Filed pursuant to Rule 104(b).)
F-15 Item 6. Part III - Supplemental Information Regarding
Compensation and Security Ownership of Officers and
Directors of System Companies.
F-16 Classified plant accounts and related depreciation or
amortization reserve schedules included in the FERC Form
Nos. 1 and 2 of CG&E. (Filed under cover of Form SE.)
F-17 Classified plant accounts and related depreciation or
amortization reserve schedules included in the FERC Form
No. 1 of PSI. (Filed under cover of Form SE.)
F-18 Classified plant accounts and related depreciation or
amortization reserve schedules included in the FERC Form
Nos. 1 and 2 of ULH&P. (Filed under cover of Form SE.)
F-19 Classified plant accounts and related depreciation or
amortization reserve schedules included in the Annual
Report of West Harrison to the Indiana Utility Regulatory
Commission (IURC). (Filed under cover of Form SE.)
F-20 Classified plant accounts and related depreciation or
amortization reserve schedules included in the Annual
Report of Lawrenceburg to the IURC. (Filed under cover
of Form SE.)
F-21 The FERC Form No. 2A for KO Transmission. (Filed under
cover of Form SE.)
F-22 The Annual Report on Trigen-Cinergy Solutions LLC to the
Public Utilities Commission of Ohio. (Filed under the
cover of Form SE).
F-23 Financial Statements of CinCap V, LLC for 1999. (Filed
pursuant to Rule 104(b).)
F-24 Financial Statements of Lattice Communications, LLC for
1999. (Filed pursuant to Rule 104(b).)
F-25 Financial Statements of Centrus, LLP for 1999. (Filed
pursuant to Rule 104(b).)
G Financial Data Schedules for Cinergy and subsidiaries.
(Included in electronic submission only.)
H Organizational chart showing the relationship of EWGs and
FUCOs to other system companies.
I-1 Financial Statements of EPR Ely Limited for the year
ended December 31, 1999. (Filed pursuant to Rule 104(b).)
I-2 Financial Statements of Copperbelt for the year ended
December 31, 1999. (Filed pursuant to Rule 104(b).)
I-3 Financial Statements of EOS I for the year ended December
31, 1999. (Filed pursuant to Rule 104(b).)
I-4 Financial Statements of EOS II for the year ended
December 31, 1999. (Filed pursuant to Rule 104(b).)
I-5 Financial Statements of Crisa for the year ended December
31, 1999. (Filed pursuant to Rule 104(b).)
I-6 Financial Statements of Ascoy for the year ended December
31, 1999. (Filed pursuant to Rule 104(b).)
I-7 Financial Statements of Narva for the year ended December
31, 1999. (Filed pursuant to Rule 104(b).)
I-8 Financial Statements of Teplarny for the year ended
December 31, 1999. (Filed pursuant to Rule 104(b).)
I-9 Financial Statements of Energetika for the year ended
December 31, 1999. (Filed pursuant to Rule 104(b).)
I-10 Financial Statements of Cinergetika for the year ended
December 31, 1999. (Filed pursuant to Rule 104(b).)
I-11 Financial Statements of Chropyne for the year ended
December 31, 1999. (Filed pursuant to Rule 104(b).)
I-12 Financial Statements of Desebro for the year ended
December 31, 1999. (Filed pursuant to Rule 104(b).)
I-13 Financial Statements of Semutang for the year ended
December 31, 1999. (Filed pursuant to Rule 104(b).)
J Response to Item 9, Part I (c) for all EWGs and FUCOs.
(Filed pursuant to Rule 104(b).)
<PAGE>
SIGNATURE
Each undersigned system company has duly caused this annual report to be signed
on its behalf by the undersigned thereunto duly authorized pursuant to the
requirements of the Public Utility Holding Company Act of 1935. The signature of
each undersigned company shall be deemed to relate only to matters having
reference to such company or its subsidiaries.
CINERGY CORP.
BY: /S/ANDREW M. TURK _
Andrew M. Turk
Vice President and Treasurer
Date: April 28, 2000
