SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM U-33-S
ANNUAL REPORT CONCERNING FOREIGN UTILITY COMPANIES
Filed under Section 33(e) of the
Public Utility Holding Company Act of 1935, as amended
For the fiscal year ended December 31, 2002
Filed pursuant to the Public Utility Holding Company Act of 1935 by
DUKE ENERGY CORPORATION
526 South Church Street
Charlotte, NC 28201
Duke Energy Corporation ("Duke Energy"), a North Carolina corporation and a
public-utility company under the Public Utility Holding Company Act of 1935, as
amended (the "Act"), hereby files this Annual Report pursuant to Section 33(e)
of the Act.
Item 1
Identify each foreign utility company, state its location and business
address, and describe the facilities it utilizes for the generation,
transmission and distribution of electric energy for sale or for the
distribution at retail of natural or manufactured gas. Identify each system
company that holds an interest in the company and describe the interest held.
1. Argentina Facilities
Location of Facilities: Province of Neuquen, Argentina
Business Address: Hidroelectrica Cerros Colorados, S.A. ("HCC")
Av. Leandro N. Alem 855 26th Floor
Buenos Aires
Republic of Argentina
Planicie-Banderita Facility
Description of Facility
HCC holds an exclusive 30-year concession for the generation of
hydroelectric energy from the facility located at Planicie-Banderita, Ruta
Provincial 51, KM 421, in the Province of Neuquen in Argentina. The facility
consists of two generators for a combined capacity of 477 MW. Energy and
capacity are sold on a competitive spot market basis in accordance with dispatch
instructions from a central dispatch center and under term agreements.
Alto Valle Facility
Description of Facility
HCC is the owner and operates a plant to generate thermal electricity from
the facility located at Lazaro Martin and Ruta 22 in the City of Neuquen, in the
Province of Neuquen in Argentina. The facility consists of three units for a
combined capacity of 97 MW. Energy and capacity are sold on a competitive spot
market basis in accordance with dispatch instructions from a central dispatch
center and under term agreements.
Associated Foreign Utility Companies and Description of Ownership Interests
Duke Energy Generating S.A. ("Generating")
Duke Energy International Argentina Holdings ("DEI Argentina")
Duke Energy Management S.A. ("Management")
Duke Energy International Investments No. 2, Ltd. ("DEI Investments No. 2")
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Generating, a sociedad anonima organized under the laws of the Republic of
Argentina, owns 90.87% of the issued and outstanding shares of HCC, which is a
sociedad anonima organized under the laws of the Republic of Argentina. The
ownership of Generating is as follows: (i) 99.9% by DEI Argentina, a Cayman
Islands company; and (ii) 0.1% by DEI Investments No. 2, a Bermuda company.
The issued and outstanding shares of Management are held (i) 99.9% by Duke
Energy International Latin America, Ltd. ("DEILA"), a Bermuda company; and (ii)
0.1% by DEI Investments No. 2.
DEI Argentina and DEI Investments No. 2 are wholly-owned, direct
subsidiaries of DEILA, which is a wholly-owned, direct subsidiary of Duke Energy
Group, Inc., a Delaware corporation ("DEG"). DEG is a wholly-owned, direct
subsidiary of Duke Energy International, LLC, a Delaware limited liability
company ("DEI"). DEI is a direct, wholly-owned subsidiary of Duke Energy Global
Markets, Inc., a Nevada corporation ("DEGM"), a direct, wholly-owned subsidiary
of Duke Energy Services, Inc., a Delaware corporation ("DESI"). DESI is a
direct, wholly-owned subsidiary of PanEnergy Corp, a Delaware corporation
("PanEnergy"), which is a direct, wholly-owned subsidiary of Duke Capital
Corporation, a Delaware corporation ("Duke Capital"), which, in turn, is a
direct, wholly-owned subsidiary of Duke Energy.
Generating, DEI Argentina, Management and DEI Investments No. 2 do not own
any electric facilities except through their direct and indirect ownership of
the securities of HCC.
2. Ecuador Facility
Location of Facility: Guayaquil, Ecuador
Business Address: Electroquil S.A. ("Electroquil")
K.M. 16 via a la Costa
Guayaquil, Republica del Ecuador
Description of Facilities
The Electroquil facilities consist of four diesel-fired turbines for a
combined capacity of 180 MW located near Guayaquil, Ecuador. Energy and capacity
are sold on a competitive spot market basis in accordance with dispatch
instructions from a central dispatch center and under term agreements.
Associated Foreign Utility Companies and Description of Ownership Interests
Duke Energy International del Ecuador Cia. Ltda. ("DEI-Ecuador")
Duke Energy Electroquil Partners ("DEEP")
DEI-Ecuador, a company organized under the laws of Ecuador, owns 69.54% of
the outstanding voting securities of Electroquil. DEI-Ecuador is a direct,
wholly-owned subsidiary of DEEP, a Delaware general partnership. A 1% interest
in DEEP is owned by DESI, with the
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remaining 99% interest in DEEP being owned by DEG. The respective ownership of
DESI and DEG are as previously described.
3. Peru Facilities
Location of Facilities: Northern and Central Peru
Business Address: Duke Energy International EGENOR S.A. ("Egenor")
Aguatiya Energy del Peru SRL Ltda. ("Aguatiya")
Avenida Pardo y Aliaga No. 699
San Isidro
Lima 27
Peru
Egenor Facilities
Description of Facilities
The facilities owned by Egenor are described below:
Hydro Facilities
Egenor currently owns and operates 529MW (342MW hydro/187MW thermal) of
installed capacity serving the National Interconnected System (SICNAC) in Peru.
The 332MW run-of-river hydro capacity includes the 247MW Canon del Pato plant
and the 95MW Carhuaquero plant. Both units are run-of-river hydro plants that
sell energy to the grid on a competitive spot market and to customers under term
agreements.
Thermal Facilities
The 187MW of thermal capacity consists of 28 simple-cycle, diesel-fired
turbines located at 6 separate plant sites along the coastline in northern Peru.
Energy is sold to the grid on a competitive spot market based on dispatch
instructions received from a central dispatch center.
Transmission Facilities
Egenor owns approximately 266 kilometers of 138kV and 83 kilometers of
220kV of transmission facilities, interconnecting certain power generation
assets among themselves or to the grid.
Associated Foreign Utility Companies and Description of Ownership Interests
Duke Energy International Peru Investments No. 1 S.A.C. ("Peru
Investments")
Duke Energy International Peru Inversiones No. 1 S.A. ("Peru Inversiones")
Duke Energy International Peru Holdings No. 1, LLC ("Peru Holdings No. 1")
Duke Energy International Peru Holdings No. 2, LLC ("Peru Holdings No. 2")
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Peru Inversiones, a Peruvian sociedad anonima, owns sixty-six and
forty-eight percent (66.48%) of the voting equity securities of Egenor. The
voting securities of Peru Inversiones are owned as follows: (i) 51% by Peru
Investments, a Peruvian company; and (ii) 49% by Peru Holdings No. 2, a Delaware
limited liability company.
Peru Holdings No. 2 owns thirty-three and twenty-four percent (33.24%) of
the voting equity securities of Egenor.
The outstanding voting securities of Peru Investments are held as follows:
(i) 1 share by Peru Holdings No. 1, a Delaware limited liability company, and
(ii) the remaining approximately 99.99% by Peru Holdings No. 2.
Peru Holdings No. 2 is a direct, wholly-owned subsidiary of Peru Holdings
No. 1. Peru Holdings No. 1 is a direct, wholly-owned subsidiary of DEG, which is
owned as previously described.
Peru Investments, Peru Inversiones, Peru Holdings No. 2, and Peru Holdings
No. 1, do not own any electric facilities except through their direct and
indirect ownership of the securities of Egenor.
Aguatiya Facility
Description of Facility
The Aguatiya facility consists of two simple-cycle, natural gas-fired
turbines with an installed capacity of 160MW located in central Peru. The
facility also owns a 250-mile, 220kV transmission line and associated
substations. Energy and capacity are sold on a competitive spot market basis in
accordance with dispatch instructions from a central dispatch center and under
term agreements.
Associated Foreign Utility Companies and Description of Ownership Interests
Peru Energy Holdings, LLC ("Peru Energy Holdings")
Aguatiya Energy, LLC ("Aguatiya Energy")
IGC Aguatiya Partners LLC ("IGC")
PIDC Aguatiya, LLC ("PIDC")
TEC Aguatiya, Ltd. ("TEC")
Aguatiya Energy, a Delaware limited liability company, owns 97.2238% of the
ownership interests of Aguatiya. Peru Energy Holdings, a Delaware limited
liability company, owns 2.78% of Aguatiya.
PIDC, a Delaware limited liability company, owns 22.0454% of the ownership
interests in Aguatiya Energy. IGC, a Caymans limited liability company, owns
15.78% of the ownership interests in Aguatiya Energy. Each of PIDC and IGC are
direct, wholly-owned subsidiaries of TEC, a Bermuda company, which, in turn, is
a direct, wholly-owned subsidiary of DEILA. DEILA's ownership structure is as
described above.
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4. El Salvador Facilities
Location of Facility: El Salvador
Business Address: Duke Energy International El Salvador S en C de C.V.
("DEI-El Salvador")
Calle y Colonia La Mascota, No. 261
San Salvador
El Salvador
Description of Facilities
The facilities owned by each of the foreign utility companies listed in
this section are described Ibelow:
Acajutla/Soyapango
DEI-El Salvador owns the Acajutla facility, comprised of a single plant
with ten generating units. The plant is located in the southwestern region of El
Salvador, approximately 81 kilometers from San Salvador. The plant has an
installed capacity of 292 MW. One of the ten generating units is a diesel-fired
gas turbine, while the other nine are steam units that use bunker C fuel oil.
The steam units are used either for base or medium load, whereas the
diesel-fired turbine is used mainly during peak hours and dry periods. Power
from Acajutla is sold through a combination of contract and spot market sales,
depending upon prevailing market conditions.
DEI-El Salvador also owns the two generating plants, Soyapango and San
Miguel, which have a combined installed capacity of 84.4 MW and an effective
capacity of 75 MW. Soyapango is located within the city limits of San Salvador
and has an installed capacity of 55.7 MW divided between three units, all of
which are diesel-fired gas turbines. San Miguel is located in the eastern region
of the country, 136 kilometers from San Salvador and has an installed capacity
of 28.7 MW. San Miguel operates one diesel fired gas turbine and five diesel
engines, all of which are used for power generation during peak hours or
emergency situations. The power generated at Soyapango and San Miguel is sold
through a combination of contract and spot market sales, depending on market
conditions.
Associated Foreign Utility Companies and Description of Ownership Interests
Duke Energy International El Salvador Investments No. 1 Ltd.
("DEI El Salvador-Bermuda")
Duke Energy International El Salvador Investments No. 1 y Cia. S. en C. de
C.V.
("DEI El Salvador Investments")
DEI El Salvador Investments owns 90.34% of the voting equity securities of
DEI-El Salvador. 99% of the outstanding voting securities of DEI El Salvador
Investments are owned by DEI El Salvador-Bermuda, which is a direct,
wholly-owned subsidiary of Texas Eastern (Bermuda), Ltd. ("TE Bermuda"). TE
Bermuda is a direct, wholly-owned subsidiary of DEG. The ownership of DEG is as
described above.
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DEI El Salvador-Bermuda and DEI El Salvador Investments do not own any
electric facilities except through their direct and indirect ownership of the
securities of DEI-El Salvador.
5. Guatemala Facilities
Location of Facilities: Guatemala
Business Address: DEI Guatemala Ltda. ("DEI Guatemala")
Grupo Generador de Guatemala y cia, S.C.A
5 Avenida 5-55, Zona 14
Europlaza World Business Center
Torre 1, Nivel 6, Oficinas 601-601A
Cuidad de Guatemala, Guatemala
Description of Facilities
The Las Palmas plant consists of natural-gas and diesel-fired turbines
located in Escuintla with an installed capacity of 89 MW. The La Laguna plant
consists of natural-gas fired turbines located in Lake Amatitlan with an
installed capacity of 79 MW. A 150 MW expansion, called Planta Arizona, will be
a diesel-fired turbine that will eventually burn orimulsion. DEI Guatemala sells
energy and capacity in the spot market and through long-term contracts.
Associated Foreign Utility Companies and Description of Ownership Interests
Duke Energy International Guatemala Holdings No. 1 ("DEI Guatemala Holdings
No. 1")
Duke Energy International Guatemala Holdings No. 2 ("DEI Guatemala Holdings
No. 2")
DEI Guatemala Holdings No. 1, a Bermuda company, owns 99.0% of DEI
Guatemala and DEI Holdings No. 2 owns 1% of DEI Guatemala. Each of DEI Guatemala
Holdings No. 1 and DEI Guatemala Holdings No. 2 is a direct, wholly-owned
subsidiary of DEILA. DEILA's ownership structure is as described above.
6. Bolivia Facility
Location of Facility: Central Bolivia
Business Address: Empresa Electrica Corani S.A. ("Corani")
AV. Oquendo N-0654
Las Torres Sofer 1, Piso 9
Cajon Postal 5165
Cochabamba, Bolivia
Description of Facilities
Corani owns and operates two hydroelectric plants near the town of
Cochabamba with an aggregate installed capacity of 126 MW. Corani sells energy
and capacity in the spot market and through long-term contracts.
Associated Foreign Utility Companies and Description of Ownership Interests
Inversiones Duke Bolivia S.A. ("Inversiones Bolivia")
Duke Energy Interamerican Holding Company LDC ("DE Interamerican")
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DEI Bolivia Investments No. 1, Ltd. ("DEI Bolivia No. 1")
DEI Bolivia Investments No. 2, Ltd. ("DEI Bolivia No. 2")
Inversiones Bolivia, a Bolivian company, owns 50% of the ownership
interests in Corani. DE Interamerican, a Caymans company, owns 96% of
Inversiones Bolivia. DEI Bolivia No. 1 and DEI Bolivia No. 2, each of which are
Caymans companies owned wholly by DE Interamerican, each own 2% of Inversiones
Bolivia. DEILA owns 99% of DE Interamerican and DEI Bolivia No. 1 owns 1% of DE
Interamerican. DEILA's ownership structure is as described above.
7. Western Australia Power Facilities
Location of Facility: Western Australia
Business Address: Duke Energy WA Holdings Pty Ltd ("Duke WA Holdings")
Duke Energy WA Power Pty Ltd ("Duke WA Power")
Pilbara Energy Joint Venture ("Pilbara JV")
Level 33, Waterfront Place
1 Eagle Street
Brisbane, Qld 4000 Australia
Description of Facilities
Duke WA Holdings and Duke WA Power, acting through Pilbara JV own the
following power facilities located in Western Australia:
Mt. Neuman Power Station
Mr. Newman power station, which has a nominal installed capacity of 105MW
consisting of three 35MW Frame 6 gas turbines with an adjacent switchyard. The
power station was completed in 1995 and commenced operation in 1996.
Port Hedland Power Station
Port Hedland power station, consisting of a stand-alone three unit power
generation facility and two turbines located at the Port Hedland HBI plant. The
stand-alone facility has a nominal installed capacity of 105MW comprising three
35MW Frame 6 gas turbines with an adjacent switchyard and transmission lines
connecting the facility to two substations owned by Western Power Corporation.
The gas turbines entered into commercial service in 1995 and supply electricity
to port operations at Nelson Point and Finucane Island, the HBI plant and the
Mt. Goldsworthy Mining Associates Joint Venture mine operations.
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The HBI power facilities are located within the HBI plant at Port Hedland
and include two 35MW nominal capacity turbines which will provide electricity
and heat for the HBI process. These facilities were placed in service in 1999.
Duke WA Holdings and Duke WA Power, acting through Pilbara JV, have jointly
entered into separate Power Purchase Agreements with BHP Iron Ore Pty Ltd and
BHP Direct Reduced Iron Pty Ltd for the supply of power from the Newman and Port
Hedland power stations, and they have also entered into Gas Supply Agreement
with Pilbara Gas Pty Ltd for both the Mt. Newman and Port Hedland power
stations.
Associated Foreign Utility Companies and Description of Ownership Interests
Duke Energy Australia, Ltd. ("Duke Australia")
Duke WA Power, an Australian company, owns 99% of the Pilbara JV, an
Australian entity, and the assets and facilities described above. Duke WA
Holdings, an Australian company, owns the remaining 1% of the Pilbara JV and the
assets and facilities described above.
Duke WA Power is a direct, wholly-owned subsidiary of Duke WA Holdings.
Duke WA Holdings is a direct, wholly-owned subsidiary of Duke Australia, a
Bermuda company. Duke Australia is a direct, wholly-owned subsidiary of DEG.
Ownership of DEG is as previously described.
Duke Energy Australia, Ltd. does not own any electric facilities except
through its direct and indirect ownership of Duke WA Power, Duke WA Holdings and
Pilbara JV.
8. Western Australia Gas Pipeline
Location of Facility: Western Australia
Business Address: Goldfields Gas Transmission Pipeline Joint Venture
Level 33, Waterfront Place
1 Eagle Street
Brisbane, Qld 4000 Australia
Description of Facility
Duke WA Power holds an 11.834% interest in the Goldfields Gas Transmission
Joint Venture ("Goldfields Gas Pipeline"). This joint venture was formed to
build and own the 1,400 km Goldfields Gas Pipeline which extends from the
Northwest Shelf of Western Australia to Kalgoorlie in Western Australia. The
pipeline was constructed in 1996. The purpose of the pipeline is for
distribution of natural gas on the retail market in Western Australia.
Associated Foreign Utility Companies and Description of Ownership Interests
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Duke Energy Australia, Ltd. ("Duke Australia")
Duke Energy WA Holdings Pty, Ltd. ("Duke WA Holdings")
Duke Energy WA Power Pty, Ltd. ("Duke WA Power")
As noted above, Duke WA Power holds an 11.843% interest in the Goldfields
Gas Transmission Pipeline Joint Venture. Duke WA Power, an Australian company,
is a direct, wholly-owned subsidiary of Duke WA Holdings, an Australian company.
Duke WA Holdings is a direct, wholly-owned subsidiary of Duke Australia. The
ownership of Duke Australia is as previously described.
Duke Energy Australia, Ltd., Duke WA Holdings and Duke WA Power do not own
any electric or retail natural gas facilities except through their direct and
indirect ownership of an interest in Goldfields Gas Transmission Pipeline Joint
Venture.
9. Eastern Australia Power Facility
Location of Facility: Bairnsdale, Victoria, Australia
Business Address: Duke Energy Bairnsdale Power Pty Ltd ("Bairnsdale")
Level 33, Waterfront Place
1 Eagle Street
Brisbane, Qld 4000 Australia
Description of Facilities
Bairnsdale Power Station is a natural gas-fired, simple cycle plant which
has a capacity of 86 MW and provides peaking capacity to the Victorian power
system. The 86 MW became fully operational in 2001.
Associated Foreign Utility Companies and Description of Ownership Interests
Duke Energy Australia, Ltd ("Duke Australia")
Bairnsdale is a direct, wholly-owned subsidiary of Duke Energy Bairnsdale
Holdings Pty. ("Bairnsdale Holdings"). Bairnsdale Holdings is a direct,
wholly-owned subsidiary of Duke Australia, a Bermuda company. Ownership of Duke
Australia is as previously described.
Duke Energy Australia does not own any electric facilities except through
its direct and indirect ownership of Duke Energy Bairnsdale Power and Duke
Energy Bairnsdale Holdings.
10. New Zealand Facilities
Location of Facility: Glenbrook, New Zealand
Business Address: Duke Energy New Zealand Limited ("Duke New Zealand")
5400 Westheimer Court
Houston, TX 77056
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Description of Facilities
Duke New Zealand operates the following facilities located at Glenbrook
(outside of Auckland), New Zealand:
(i) Kilns co-generation plant which consists of four fired waste
heat boilers and a 74MW condensing steam turbine generator,
which was commissioned in 1997;
(ii) Multi-Hearth Furnace (MHF) co-generation plant consisting of
four waste heat boilers and two 18 MW condensing turbine
generators commissioned in 1987; this facility supplies
electricity and process steam; and,
(iii) Slab Reheat Furnace Waste Heat Boiler. Steam produced by this
boiler is transferred to a nearby process steam main.
Duke New Zealand has entered into separate Power Purchase Agreements with
BHP New Zealand Steel Ltd. for the supply of steam and electricity from each of
these facilities.
Associated Foreign Utility Companies and Description of Ownership Interests
Duke New Zealand is a wholly owned subsidiary of TE Bermuda, which is owned
as previously described.
11. Brazil Facilities
Location of Facility: Brazil
Business Address: Duke Energy International Geracao Paranapanema S.A.
("Paranapanema")
Av. Das Nacoes Unidas, 12.901, Torre Norte
Brooklin, Sao Paulo, Sao Paulo
Brazil
Description of Facilities
Paranapanema owns and operates eight hydroelectric generating facilities on
the Paranapanema River in the Sao Paulo State of Brazil. The facilities have a
combined installed capacity of 2,307 MW.
Over 90% of the generation provided by the facilities will remain under
contract to eight electric distribution companies through the year 2002. After
2002, the contracts will be phased out over a four-year period, and the
generation will become available for the spot market or bilateral contracts. The
tariffs under the original contracts are established by an independent
regulatory agency (ANEEL) and are indexed for inflation.
Associated Foreign Utility Companies and Description of Ownership Interests
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Duke Energy International Brasil Ltda. ("Duke Brasil")
Duke Energy do Sudeste Ltda ("Duke Sudeste")
Duke Energy International Brazil Holdings, LLC ("DBH")
Duke Brasil, a Brazilian entity, owns 21.78% of the voting stock of
Paranapanema, a sociedad anonima, organized under the laws of Brazil, along with
92.83% of Paranapanema's preferred stock. The issued and outstanding quotas of
Duke Brasil are owned as follows: (i) 1 quota by DBH; and (ii) the remaining
approximately 99.99% of the quotas by Duke Energy International Latin America,
Ltd. ("DEILA").
Duke Sudeste, a Brazilian company, owns 71.27% of the voting securities of
Paranapanema, along with 3.6% of Paranapanema's preferred stock. The issued and
outstanding quotas of Duke Sudeste were owned as follows: (i) 1 quota by DEILA,
and (ii) the remaining approximately 99.99% of the quotas by Duke Brasil.
Duke Brasil and Duke Sudeste each own no electric facilities except through
its ownership of the securities of Paranapanema.
12. French Facility
Location of Facility: Rouen, France
Business Address: Compagnie Thermique du Rouvray ("CTR")
30, Rue de Miromesnil
75008 Paris, France
Description of the Facilities
CTR operates a 103 MW cogeneration plant near Rouen, France which supplies
steam to a nearby paper mill and sells electricity under a long-term contract
with EDF.
Associated Foreign Utility Companies and Description of Ownership Interests
DEI owns 94% of CTR. DEI's ownership structure is as previously reported.
Item 2
Identify any debt or other financial obligation of the foreign utility
company for which there is recourse directly or indirectly to the reporting
public-utility company or, if the reporting company is an exempt holding
company, to any system company. Identify separately any direct or indirect
guarantee of a security of a foreign utility company by any system company.
There is no recourse to the reporting public-utility company for any debt
or other financial obligation of any foreign utility company described herein.
The reporting company is an exempt holding company (see Duke Energy Corporation,
HCAR35-27496). There are no debts or other financial obligations of any foreign
utility company described herein with recourse to any system company, other than
the guarantee obligations described below.
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Duke Capital guarantees a A$315 million Duke Energy Australia capital
markets (Commercial Paper/Medium-Term Note) program.
Item 3
Identify any service, sales or construction contract(s) between a foreign
utility company and the reporting public-utility company or, if the reporting
company is an exempt holding company, any system company. Describe the services
to be rendered or goods sold, and the fees or revenues under such contract(s).
To be filed by amendment.
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SIGNATURE
The undersigned 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
the undersigned company shall be deemed to relate only to matters having
reference to such company or its subsidiaries.
DUKE ENERGY CORPORATION
By: __________________________________________
Brent C. Bailey
Senior Vice President, and General Counsel
Date: April 30, 2003
Name, title and address of officer to whom notices and correspondence concerning
this statement should be addressed:
Robert T. Lucas III
Assistant Secretary and Associate General Counsel
Duke Energy Corporation PB05E
422 South Church Street
Charlotte, North Carolina 28202-1904
EXHIBIT A
An organizational chart showing the relationship of each foreign utility
company to the reporting public-utility company or, in the event that the
reporting company is an exempt holding company, to system public-utility
companies.
Exhibit A-1 La Planicie - Banderita/Alto Valle
Exhibit A-2 Electroquil
Exhibit A-3 Egenor
Exhibit A-4 Acajutla, Soyapango and San Miguel
Exhibit A-5 Western Australia
Exhibit A-6 Goldfields Gas Pipeline
Exhibit A-7 Bairnsdale
Exhibit A-8 New Zealand
Exhibit A-9 Paranapanema
Please see descriptions of each of the foreign utility companies in this
report for full names of certain entities appearing on the organizational charts
in this Exhibit A. The descriptions and organizational charts herein depict the
relationship between each foreign utility company and Duke Energy Corporation.
[Exhibits to be filed by amendment]