[Federal Register Volume 65, Number 217 (Wednesday, November 8, 2000)]
[Notices]
[Pages 67021-67022]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 00-28592]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 35-27264]


Filings Under the Public Utility Holding Company Act of 1935, as 
Amended (``Act'')

November 1, 2000.
    Notice is hereby given that the following filing(s) has/have been 
made with the Commission pursuant to provisions of the Act and rules 
promulgated under the Act. All interested persons are referred to the 
application(s) and/or declaration(s) for complete statements of the 
proposed transaction(s) summarized below. The application(s) and/or 
declaration(s) and any amendment(s) is/are available for public 
inspection through the Commission's Branch of Public Reference.
    Interested persons wishing to comment or request a hearing on the 
application(s) and/or declaration(s) should submit their views in 
writing by November 27, 2000, to the Secretary, Securities and Exchange 
Commission, Washington, D.C. 20549-0609, and serve a copy on the 
relevant applicant(s) and/or declarant(s) at the address(es) specified 
below. Proof of service (by affidavit or, in the case of an attorney at 
law, by certificate) should be filed with the request. Any request for 
hearing should identify specifically the issues of facts or law that 
are disputed. A person who so requests will be notified of any hearing, 
if ordered, and will receive a copy of any notice or order issued in 
the matter. After November 27, 2000, the application(s) and/or 
declaration(s), as filed or as amended, may be granted and/or permitted 
to become effective.

Cinergy Corp. (70-9759)

    Cinergy Corporation (``Cinergy''), 139 East Fourth Street, 
Cincinnati, Ohio 45202, a registered holding company, has filed an 
application-declaration under sections 6(a), 7, 9(a), 10 and 12(c) of 
the Act and rules 42 and 54 under the Act.
    By orders dated December 1, 1995 (HCAR No. 26422) (``1995 Order'') 
and April 17, 1996 (HCAR No. 26505) (``1996 Order''), the Commission 
authorized Cinergy to issue and sell, from time to time through 
December 31, 2000, a total of approximately 30 million shares of 
Cinergy's common stock, $0.01 par value per share (``Common Stock''), 
under various stock-based employee and director plans of Cinergy and 
its subsidiaries.
    More specifically, the 1995 Order authorized Cinergy to issue and 
sell, from time to time through December 31, 2000, up to 22,386,696 
shares of Common Stock under various benefit plans of Cinergy and its 
subsidiaries, namely, the Cinergy Corp. Dividend Reinvestment and Stock 
Purchase Plan, the Cinergy Corp. Employee Stock Purchase and Savings 
Plan, the Cinergy Corp. Performance Shares Plan, the Cinergy Corp. 
Stock Option Plan, the Cinergy Corp. Directors' Deferred Compensation 
Plan, the PSI Energy, Inc. (``PSI'') Union Employees' 401(k) Savings 
Plan, the PSI Employees' 401(k) Savings Plan, the Cincinnati Gas & 
Electric Company Deferred Compensation and Investment Plan and The 
Cincinnati Gas & Electric Company Savings Incentive Plan. The 1996 
Order authorized Cinergy to issue and sell, from time to time through 
December 31, 2000, up to seven million shares of Common Stock under the 
Cinergy Corp. Long-Term Incentive Compensation Plan.\1\
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    \1\ The Commission also authorized Cinergy to issue shares of 
Common Stock, from time to time through December 31, 2004, under 
certain other plans in accordance with two orders (HCAR No. 27001, 
Apr. 8, 1999 and HCAR No. 27028, May 19, 1999). Cinergy proposes no 
changes to the terms of these orders.
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    Effective January 1, 1998: (1) the PSI Union Employees' 401(k) 
Savings Plan was amended, restated and renamed the Cinergy Corp. Union 
Employees' 401(k) Plan; (2) the Cincinnati Gas & Electric Company 
Savings Incentive Plan was amended, restated and renamed the Cinergy 
Corp. Union Employees' Savings Incentive Plan; (3) the PSI Employees' 
401(k) Savings Plan was amended, restated and renamed the Cinergy Corp. 
Non-Union Employees' 401(k) Plan; and (4) the Cincinnati Gas & Electric 
Company Deferred Compensation and Investment Plan was merged into the 
Cinergy Corp. Non-Union Employees' 401(k) Plan. In addition, since the 
1995 Order, the Cinergy Corp. Performance Shares Plan has been 
terminated.
    As of August 31, 2000, Cinergy had 600,000,000 shares of Common 
Stock authorized for issuance and 158,924,941 shares were outstanding. 
Since registering under the Act, Cinergy has issued approximately 3.8 
million shares of Common Stock under the plans referred to above.
    Cinergy now requests authorization to issue and sell up to 50 
million shares of Common Stock, from time to time over a 10-year period 
commencing with the date of the Commission's order in this file 
(``Authorization Period''), under the following plans (collectively 
``Plans''): (1) The Cinergy Corp. Dividend Reinvestment and Stock 
Purchase Plan; (2) the Cinergy Corp. Employee Stock

[[Page 67022]]

Purchase and Savings Plan; (3) the Cinergy Corp. Stock Option Plan; (4) 
the Cinergy Corp. Directors' Deferred Compensation Plan; (5) the 
Cinergy Corp. Long-Term Incentive Compensation Plan; (6) the Cinergy 
Corp. Union Employees' 401(k) Plan; (7) the Cinergy Corp. Union 
Employees' Savings Incentive Plan; and (8) the Cinergy Corp. Non-Union 
Employees' 401(k) Plan. Shares of Common Stock issued under the Plans 
from time to time over the Authorization Period may be authorized and 
previously unissued shares or previously issued shares reacquired by 
Cinergy in open market transactions. In addition, under the Stock 
Option Plan and the Long-Term Incentive Compensation Plan, plan 
participants may purchase shares of Common Stock under certain 
circumstances by, among other means, exchanging shares of Common Stock, 
and accordingly, Cinergy also requests authorization, to the extent 
required under the Act, to acquire shares of Common Stock from plan 
participants.
    Cinergy proposes to apply proceeds of any shares sold for cash to 
general corporate purposes, including repayment of outstanding 
indebtedness and investments in subsidiaries. However, without further 
authorization from the Commission, Cinergy will not apply any proceeds 
to acquire exempt wholesale generators as defined in section 32 of the 
Act, or foreign utility companies as defined in section 33 of the Act.

    For the Commission, by the Division of Investment Management, 
under delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 00-28592 Filed 11-7-00; 8:45 am]
BILLING CODE 8010-01-M