TABLE OF CONTENTS



	Cautionary Statement Regarding Forward-Looking Information

PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements

	Duke Energy Corporation Financial Statements	910

	Duke Energy Carolinas, LLC Financial Statements	1416

	Progress Energy, Inc. Financial Statements	1820

	Duke Energy Progress, LLC Financial Statements	2224

	Duke Energy Florida, LLC Financial Statements	2628

	Duke Energy Ohio, Inc. Financial Statements	3032

	Duke Energy Indiana, LLC Financial Statements	3436

	Piedmont Natural Gas Company, Inc. Financial Statements	3840

	Combined Notes to Condensed Consolidated Financial Statements
	Note 1 – Organization and Basis of Presentation	4244
	Note 2 – Business Segments	4446
	Note 3 – Regulatory Matters	4649
	Note 4 – Commitments and Contingencies	5462
	Note 5 – Leases	5865
	Note 6 – Debt and Credit Facilities	6270
	Note 7 – Asset Retirement Obligations	6472
	Note 8 – Goodwill	6573
	Note 9 – Related Party Transactions	6674
	Note 10 – Derivatives and Hedging	6775
	Note 11 – Investments in Debt and Equity Securities	7280
	Note 12 – Fair Value Measurements	7785
	Note 13 – Variable Interest Entities	8290
	Note 14 – Revenue	8694
	Note 15 – Stockholders' Equity	8999
	Note 16 – Employee Benefit Plans	90101
	Note 17 – Income Taxes	91103
	Note 18 – Subsequent Events	92103

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	93104

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	~~113~~126

Item 4.	Controls and Procedures	~~113~~126

PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	~~114~~128

Item 1A.	Risk Factors	~~114~~128

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	~~114~~128

Item 6.	Exhibits	~~115~~129

	Signatures	~~118~~132



~~FORWARD LOOKING~~FORWARD-LOOKING STATEMENTS

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

This document includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are based on management’s beliefs and assumptions and can often be identified by terms and phrases that include “anticipate,” “believe,” “intend,” “estimate,” “expect,” “continue,” “should,” “could,” “may,” “plan,” “project,” “predict,” “will,” “potential,” “forecast,” “target,” “guidance,” “outlook” or other similar terminology. Various factors may cause actual results to be materially different than the suggested outcomes within forward-looking statements; accordingly, there is no assurance that such results will be realized. These factors include, but are not limited to:

State, federal and foreign legislative and regulatory initiatives, including costs of compliance with existing and future environmental requirements, including those related to climate change, as well as rulings that affect cost and investment recovery or have an impact on rate structures or market prices;

The extent and timing of costs and liabilities to comply with federal and state laws, regulations and legal requirements related to coal ash remediation, including amounts for required closure of certain ash impoundments, are uncertain and difficult to estimate;

The ability to recover eligible costs, including amounts associated with coal ash impoundment retirement obligations and costs related to significant weather events, and to earn an adequate return on investment through rate case proceedings and the regulatory process;

The costs of decommissioning Crystal River Unit 3 and other nuclear facilities could prove to be more extensive than amounts estimated and all costs may not be fully recoverable through the regulatory process;

Costs and effects of legal and administrative proceedings, settlements, investigations and claims;

Industrial, commercial and residential growth or decline in service territories or customer bases resulting from sustained downturns of the economy and the economic health of our service territories or variations in customer usage patterns, including energy efficiency efforts and use of alternative energy sources, such as self-generation and distributed generation technologies;

Federal and state regulations, laws and other efforts designed to promote and expand the use of energy efficiency measures and distributed generation technologies, such as private solar and battery storage, in Duke Energy service territories could result in customers leaving the electric distribution system, excess generation resources as well as stranded costs;

Advancements in technology;

Additional competition in electric and natural gas markets and continued industry consolidation;

The influence of weather and other natural phenomena on operations, including the economic, operational and other effects of severe storms, hurricanes, droughts, earthquakes and tornadoes, including extreme weather associated with climate change;

The ability to successfully operate electric generating facilities and deliver electricity to customers including direct or indirect effects to the company resulting from an incident that affects the U.S. electric grid or generating resources;

The ability to obtain the necessary permits and approvals and to complete necessary or desirable pipeline expansion or infrastructure projects in our natural gas business;

Operational interruptions to our natural gas distribution and transmission activities;

The availability of adequate interstate pipeline transportation capacity and natural gas supply;

The impact on facilities and business from a terrorist attack, cybersecurity threats, data security breaches, operational accidents, information technology failures or other catastrophic events, such as fires, explosions, pandemic health events or other similar occurrences;

The inherent risks associated with the operation of nuclear facilities, including environmental, health, safety, regulatory and financial risks, including the financial stability of third-party service providers;

The timing and extent of changes in commodity prices and interest rates and the ability to recover such costs through the regulatory process, where appropriate, and their impact on liquidity positions and the value of underlying assets;

The results of financing efforts, including the ability to obtain financing on favorable terms, which can be affected by various factors, including credit ratings, interest rate fluctuations, compliance with debt covenants and conditions and general market and economic conditions;

Credit ratings of the Duke Energy Registrants may be different from what is expected;

Declines in the market prices of equity and fixed-income securities and resultant cash funding requirements for defined benefit pension plans, other post-retirement benefit plans and nuclear decommissioning trust funds;

Construction and development risks associated with the completion of the Duke Energy Registrants’ capital investment projects, including risks related to financing, obtaining and complying with terms of permits, meeting construction budgets and schedules and satisfying operating and environmental performance standards, as well as the ability to recover costs from customers in a timely manner, or at all;

Changes in rules for regional transmission organizations, including changes in rate designs and new and evolving capacity markets, and risks related to obligations created by the default of other participants;

The ability to control operation and maintenance costs;

The level of creditworthiness of counterparties to transactions;

Employee workforce factors, including the potential inability to attract and retain key personnel;

The ability of subsidiaries to pay dividends or distributions to Duke Energy Corporation holding company (the Parent);



~~FORWARD LOOKING~~FORWARD-LOOKING STATEMENTS

The performance of projects undertaken by our nonregulated businesses and the success of efforts to invest in and develop new opportunities;

The effect of accounting pronouncements issued periodically by accounting standard-setting bodies;

The impact of U.S. tax legislation to our financial condition, results of operations or cash flows and our credit ratings;

The impacts from potential impairments of goodwill or equity method investment carrying values; and

The ability to implement our business strategy, including enhancing existing technology systems.

Additional risks and uncertainties are identified and discussed in the Duke Energy Registrants' reports filed with the SEC and available at the SEC's website at sec.gov. In light of these risks, uncertainties and assumptions, the events described in the forward-looking statements might not occur or might occur to a different extent or at a different time than described. Forward-looking statements speak only as of the date they are made and the Duke Energy Registrants expressly disclaim an obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.



GLOSSARY OF TERMS

Glossary of Terms

The following terms or acronyms used in this Form 10-Q are defined below:



Term or Acronym	Definition

2013 Settlement	Revised and Restated Stipulation and Settlement Agreement approved in November 2013 among Duke Energy Florida, the Florida OPC and other customer ~~advocates~~representatives

2017 Settlement	Second Revised and Restated Settlement Agreement in 2017 among Duke Energy Florida, the Florida OPC and other customer ~~advocates,~~representatives, which replaces and supplants the 2013 Settlement

ACP	Atlantic Coast Pipeline, LLC, a limited liability company owned by Dominion Energy, Inc., Duke Energy and Southern Company Gas

ACP pipeline	The approximately 600-mile proposed interstate natural gas pipeline

AFS	Available for Sale

AFUDC	Allowance for funds used during construction

the Agents	Wells Fargo Securities, LLC, Citigroup Global Market Inc., J.P. Morgan Securities, LLC

ALJ	Administrative Law Judge

AMI	Advanced Metering Infrastructure

AMT	Alternative Minimum Tax

AOCI	Accumulated Other Comprehensive Income (Loss)

ARO	Asset retirement obligations

ATM	At-the-market

Beckjord	Beckjord Generating Station

Belews Creek	Belews Creek Steam Station

Bison	Bison Insurance Company Limited

Cardinal	Cardinal Pipeline Company, LLC

CECL	Current expected credit loss

CC	Combined Cycle

CCR	Coal Combustion Residuals

Citrus County CC	Citrus County Combined Cycle Facility

Coal Ash Act	North Carolina Coal Ash Management Act of 2014

the Company	Duke Energy Corporation and its subsidiaries

Constitution	Constitution Pipeline Company, LLC

CPCN	Certificate of Public Convenience and Necessity

CPRE	Competitive Procurement of Renewable Energy

CRC	Cinergy Receivables Company, LLC

Crystal River Unit 3	Crystal River Unit 3 Nuclear Plant

CWA	Clean Water Act

D.C. Circuit Court	U.S. Court of Appeals for the District of Columbia Circuit

DEFPF	Duke Energy Florida Project Finance, LLC

DEFR	Duke Energy Florida Receivables, LLC

DEPR	Duke Energy Progress Receivables, LLC

DERF	Duke Energy Receivables Finance Company, LLC

DRIP	Dividend Reinvestment Program

Duke Energy	Duke Energy Corporation (collectively with its subsidiaries)

Duke Energy Ohio	Duke Energy Ohio, Inc.



GLOSSARY OF TERMS



Duke Energy Progress	Duke Energy Progress, LLC

Duke Energy Carolinas	Duke Energy Carolinas, LLC

Duke Energy Florida	Duke Energy Florida, LLC



~~GLOSSARY OF TERMS~~



Duke Energy Indiana	Duke Energy Indiana, LLC

Duke Energy Kentucky	Duke Energy Kentucky, Inc.

Duke Energy Registrants	Duke Energy, Duke Energy Carolinas, Progress Energy, Duke Energy Progress, Duke Energy Florida, Duke Energy Ohio, Duke Energy Indiana and Piedmont

~~the~~ EDA	Equity Distribution Agreement

EDIT	Excess deferred income tax

EPA	U.S. Environmental Protection Agency

EPC	Engineering, Procurement and Construction agreement

EPS	Earnings Per Share

ESP	Electric Security Plan

ETR	Effective tax rate

Exchange Act	Securities Exchange Act of 1934

FASB	Financial Accounting Standards Board

FERC	Federal Energy Regulatory Commission

FES	FirstEnergy Solutions Corp.

Fitch	Fitch Ratings, Inc.

Fluor	Fluor Enterprises, Inc.

FPSC	Florida Public Service Commission

FTR	Financial transmission rights

FV-NI	Fair value through net income

GAAP	Generally accepted accounting principles in the U.S.

GAAP Reported Earnings	Net Income Attributable to Duke Energy Corporation

GAAP Reported EPS	Diluted EPS Attributable to Duke Energy Corporation common stockholders

GWh	Gigawatt-hours

Hardy Storage	Hardy Storage Company, LLC

HLBV	Hypothetical Liquidation at Book Value

ICPA	Inter-Company Power Agreement

IGCC	Integrated Gasification Combined Cycle

IMR	Integrity Management Rider

IRP	Integrated Resource Plan

IRS	Internal Revenue Service

Investment Trusts	NDTF investments and grantor trusts of Duke Energy Progress, Duke Energy Florida and Duke Energy Indiana

IURC	Indiana Utility Regulatory Commission

~~JAAR~~	~~Joint Asset Agency Rider~~

JDA	Joint Dispatch Agreement

KPSC	Kentucky Public Service Commission

Lee Nuclear Station	William States Lee III Nuclear Station

MGP	Manufactured gas plant

MISO	Midcontinent Independent System Operator, Inc.

MMBtu	Million British Thermal Unit



GLOSSARY OF TERMS



Moody's	Moody's Investors Service, Inc.

MW	Megawatt

MWh	Megawatt-hour

NAV	Net asset value



~~GLOSSARY OF TERMS~~



NCDEQ	North Carolina Department of Environmental Quality ~~(formerly the North Carolina Department of Environment and Natural Resources)~~

NCUC	North Carolina Utilities Commission

NDTF	Nuclear decommissioning trust funds

NMC	National Methanol Company

NPDES	National Pollutant Discharge Elimination System

NPNS	Normal purchase/normal sale

NRC	U.S. Nuclear Regulatory Commission

OPEB	Other Post-Retirement Benefit Obligations

ORS	South Carolina Office of Regulatory Staff

OTTI	Other-than-temporary impairment

OVEC	Ohio Valley Electric Corporation

Piedmont	Piedmont Natural Gas Company, Inc.

Piedmont Term Loan	Term loan facility with commitments totaling $350M entered in June 2017

Pine Needle	Pine Needle LNG Company, LLC

Pioneer	Pioneer Transmission, LLC

PJM	PJM Interconnection, LLC

PMPA	Piedmont Municipal Power Agency

~~PPAs~~PPA	Purchase Power ~~Agreements~~Agreement

Progress Energy	Progress Energy, Inc.

PSCSC	Public Service Commission of South Carolina

PUCO	Public Utilities Commission of Ohio

REC	Renewable Energy Certificate

~~REC Solar~~	~~REC Solar Corp.~~

ROU assets	Right-of-use assets

RRBA	Roanoke River Basin Association

SELC	Southern Environmental Law Center

S&P	Standard & Poor's Rating Services

Subsidiary Registrants	Duke Energy Carolinas, Progress Energy, Duke Energy Progress, Duke Energy Florida, Duke Energy Ohio, Duke Energy Indiana and Piedmont

the Tax Act	Tax Cuts and Jobs Act

~~TDSIC~~	~~Transmission, Distribution and Storage System Improvement Charge~~

TPUC	Tennessee Public Utility Commission

U.S.	United States

VIE	Variable Interest Entity

WACC	Weighted Average Cost of Capital

WNA	Weather normalization adjustment

W.S. Lee CC	William States Lee Combined Cycle Facility



FINANCIAL STATEMENTS

ITEM 1. FINANCIAL STATEMENTS

DUKE ENERGY CORPORATION

Condensed Consolidated Statements of Operations

(Unaudited)


	Three Months Ended						Three Months Ended						Nine Months Ended
	March 31,						September 30,						September 30,
(in millions, except per-share amounts)	2019			2018			2019			2018			2019			2018
Operating Revenues
Regulated electric	$	5,285		$	5,284		$	6,515		$	6,216		$	17,223		$	16,678
Regulated natural gas	728			700			223			230			1,231			1,221
Nonregulated electric and other	150			151			202			182			522			507
Total operating revenues	6,163			6,135			6,940			6,628			18,976			18,406
Operating Expenses
Fuel used in electric generation and purchased power	1,609			1,676			1,978			1,931			5,228			5,181
Cost of natural gas	327			313			48			58			451			460
Operation, maintenance and other	1,419			1,464			1,484			1,584			4,337			4,592
Depreciation and amortization	1,089			967			1,186			1,039			3,364			2,979
Property and other taxes	343			316			335			323			1,012			954
Impairment charges	—			43			(20		)	124			(16		)	339
Total operating expenses	4,787			4,779			5,011			5,059			14,376			14,505
Losses on Sales of Other Assets and Other, net	(3		)	(100		)
Gains (Losses) on Sales of Other Assets and Other, net							—			10			—			(87		)
Operating Income	1,373			1,256			1,929			1,579			4,600			3,814
Other Income and Expenses
Equity in earnings (losses) of unconsolidated affiliates	43			(24		)
Equity in earnings of unconsolidated affiliates							50			37			137			49
Other income and expenses, net	115			86			104			131			308			327
Total other income and expenses	158			62			154			168			445			376
Interest Expense	543			515			572			517			1,657			1,550
Income Before Income Taxes	988			803
Income Tax Expense	95			181
Income From Continuing Operations Before Income Taxes							1,511			1,230			3,388			2,640
Income Tax Expense From Continuing Operations							188			168			424			449
Income From Continuing Operations							1,323			1,062			2,964			2,191
Income (Loss) From Discontinued Operations, net of tax							—			4			—			(1		)
Net Income	893			622			1,323			1,066			2,964			2,190
Less: Net (Loss) Income Attributable to Noncontrolling Interests	(7		)	2
Less: Net Loss Attributable to Noncontrolling Interests							(19		)	(16		)	(110		)	(12		)
Less: Preferred Dividends							15			—			27			—
Net Income Attributable to Duke Energy Corporation	$	900		$	620		$	1,327		$	1,082		$	3,047		$	2,202

Earnings Per Share – Basic and Diluted
Income from continuing operations attributable to Duke Energy Corporation common stockholders
Basic							$	1.82		$	1.51		$	4.18		$	3.12
Diluted							$	1.82		$	1.51		$	4.18		$	3.11
Income (Loss) from discontinued operations attributable to Duke Energy Corporation common stockholders
Basic and Diluted							$	—		$	—		$	—		$	—
Net income attributable to Duke Energy Corporation common stockholders
Basic and Diluted	$	1.24		$	0.88
Basic							$	1.82		$	1.51		$	4.18		$	3.12
Diluted							$	1.82		$	1.51		$	4.18		$	3.11
Weighted average shares outstanding
Basic and Diluted	727			701
Basic							729			713			728			705
Diluted							729			714			728			706



FINANCIAL STATEMENTS	REGULATORY MATTERS

2012 Natural Gas Rate Case/MGP Cost Recovery

As part of its 2012 natural gas base rate case, Duke Energy Ohio has approval to defer and recover costs related to environmental remediation at two sites (East End and West End) that housed former MGP operations. Duke Energy Ohio has made annual applications for recovery of these deferred costs. Duke Energy Ohio ~~is currently recovering~~has collected approximately $55 million in environmental remediation costs between 2009 through 2012 through a separate rider, Rider ~~MGP.~~MGP, which is currently suspended. Duke Energy Ohio has made annual applications with the PUCO to recover its incremental remediation costs consistent with the PUCO’s directive in Duke Energy Ohio’s 2012 natural gas rate case. To date, the PUCO has not ruled on Duke Energy Ohio’s annual applications for the calendar years 2013 through 2017. On September 28, 2018, the staff of the PUCO issued a report recommending a disallowance of approximately $12 million of the $26 million in MGP remediation costs incurred between 2013 through 2017 that staff believes are not eligible for recovery. Staff interprets the PUCO’s 2012 Order granting Duke Energy Ohio recovery of MGP remediation as limiting the recovery to work directly on the East End and West End sites. On October 30, 2018, Duke Energy Ohio filed reply comments objecting to the staff’s recommendations and explaining, among other things, the obligation Duke Energy Ohio has under Ohio law to remediate all areas impacted by the former MGPs and not just physical property that housed the former plants and equipment. To date, the PUCO has not ~~issued a procedural schedule and has not~~ ruled on Duke Energy Ohio’s applications. On March 29, 2019, Duke Energy Ohio filed its annual application to recover incremental remediation expense for the calendar year ~~2018.~~2018 seeking recovery of approximately $20 million in remediation costs. On July 12, 2019, the staff recommended a disallowance of approximately $11 million for work that staff believes occurred in areas not authorized for recovery. Additionally, staff recommended that any discussion pertaining to Duke Energy Ohio's recovery of ongoing MGP costs should be directly tied to or netted against insurance proceeds collected by Duke Energy Ohio. The PUCO has established a procedural schedule with an evidentiary hearing to commence on November 18, 2019. Duke Energy Ohio cannot predict the outcome of this matter.

The 2012 PUCO order also contained conditional deadlines for completing the MGP environmental investigation and remediation costs at the MGP sites. Subsequent to the order, the deadline was extended to December 31, 2019. On May 10, 2019, Duke Energy Ohio filed an application requesting a continuation of its existing deferral authority for MGP remediation and investigation that must occur after December 31, 2019. On September 13, 2019, intervenor comments were filed opposing Duke Energy Ohio's request for continuation of existing deferral authority and on October 2, 2019, Duke Energy Ohio filed reply comments. Duke Energy Ohio cannot predict the outcome of this matter.

Duke Energy Kentucky Natural Gas Base Rate Case

On August 31, 2018, Duke Energy Kentucky filed an application with the KPSC requesting an increase in natural gas base rates of approximately $11 million, an approximate ~~11.1 percent~~11.1% average increase across all customer classes. The increase was net of approximately $5 million in annual savings as a result of the Tax Act. The drivers for this case ~~are~~were capital invested since Duke Energy Kentucky’s last rate case in 2009. Duke Energy Kentucky also sought implementation of a Weather Normalization Adjustment Mechanism, amortization of regulatory assets and to implement the impacts of the Tax Act, prospectively. On January 30, 2019, Duke Energy Kentucky entered into a settlement agreement with the Attorney General of Kentucky, the only intervenor in the case. The settlement provided for an approximate $7 million increase in natural gas base revenue, a return on equity of 9.7% and approval of the proposed Weather Normalization Mechanism. A hearing was held on February 5, 2019. The commission issued its ~~Order~~order approving the settlement without material modification on March 27, 2019. Revised customer rates were effective April 1, 2019.

Duke Energy Kentucky Electric Base Rate Case

On September 3, 2019, Duke Energy Kentucky filed a rate case with the KPSC requesting an increase in electric base rates of approximately $46 million, which represents an approximate 12.5% increase across all customer classes. The request for rate increase is driven by increased investment in utility plant since the last electric base rate case in 2017. Duke Energy Kentucky seeks to implement a Storm Deferral Mechanism that will enable Duke Energy Kentucky to defer actual costs incurred for major storms that are over or under amounts in base rates. In response to large customers’ desire to have access to renewable resources, Duke Energy Kentucky is proposing a Green Source Advantage tariff designed for those large customers that wish to invest in renewable energy resources to meet sustainability goals. Duke Energy Kentucky is proposing an electric vehicle (EV) infrastructure pilot and modest incentives to assist customers in investing in EV technologies. Additionally, Duke Energy Kentucky is proposing to build an approximate 5.5 MW distribution battery energy storage system to be attached to Duke Energy Kentucky’s distribution system providing frequency regulation and enhanced reliability to Kentucky customers. The commission issued a procedural schedule with two rounds of discovery and opportunities for intervenor and rebuttal testimony.Duke Energy Kentucky anticipates that rates will go into effect in the second quarter of 2020. Duke Energy Kentucky cannot predict the outcome of this matter.

Duke Energy Indiana

2019 Indiana Rate Case

On July 2, 2019, Duke Energy Indiana filed a general rate case with the IURC, its first general rate case in Indiana in 16 years, for a rate increase for retail customers of approximately $395 million. The request for rate increase is driven by strategic investments to generate cleaner electricity, improve reliability and serve a growing customer base. The request is premised upon a Duke Energy Indiana rate base of $10.2 billion as of December 31, 2018, and adjusted for projected changes through December 31, 2020. On September 9, 2019, Duke Energy Indiana revised its revenue request from $395 million to $393 million and filed updated testimony for the Retail Rate Case. The updated filing reflects a clarification in the presentation of Utility Receipts Tax, a $2 million reduction in the revenue requirement for revenues that will remain in riders and changes to allocation of revenue requirements within rate classes. The Utility Receipts Tax is currently embedded in base rates and rider rates. The proposed treatment is to include the Utility Receipts Tax as a line item on the customer bill rather than included in rates. The request is an approximate 15% increase in retail revenues and approximately 17% when including estimated Utility Receipts Tax. Hearings are expected to commence in early 2020, with rates to be effective by mid-2020. Duke Energy Indiana cannot predict the outcome of this matter.



FINANCIAL STATEMENTS	REGULATORY MATTERS

FERC Transmission Return on Equity Complaint

Customer groups have filed with the FERC complaints against MISO and its transmission-owning members, including Duke Energy Indiana, alleging, among other things, that the current base rate of return on equity earned by MISO transmission owners of ~~12.38 percent~~12.38% is unjust and unreasonable. The complaints claim, among other things, that the current base rate of return on equity earned by MISO transmission owners should be reduced to ~~8.67 percent.~~8.67%. On January 5, 2015, the FERC issued an order accepting the MISO transmission owners' adder of ~~0.50 percent~~0.5% to the base rate of return on equity based on participation in an RTO subject to it being applied to a return on equity that is shown to be just and reasonable in the pending return on equity complaints. On December 22, 2015, the presiding FERC ALJ in the first complaint issued an Initial Decision in which the base rate of return on equity was set at ~~10.32 percent.~~10.32%. On September 28, 2016, the Initial Decision in the first complaint was affirmed by FERC, but is subject to rehearing requests. On June 30, 2016, the presiding FERC ALJ in the second complaint issued an Initial Decision setting the base rate of return on equity at ~~9.70 percent.~~9.7%. The Initial Decision in the second complaint is pending FERC review. On April 14, 2017, the D.C. Circuit Court, in Emera Maine v. FERC, reversed and remanded certain aspects of the methodology employed by FERC to establish rates of return on equity. On October 16, 2018, FERC issued an order in response to the Emera remand proceeding proposing a new method for determining whether an existing return on equity is unjust and unreasonable, and a new process for determining a just and reasonable return on equity. On November 14, 2018, FERC directed parties to the MISO complaints to file briefs on how the new process for determining return on equity proposed in the Emera proceeding should be applied to the complaints involving the MISO transmission owners’ return on equity. Initial briefs were filed on February 13, 2019, and reply briefs were filed April 10, 2019. Duke Energy Indiana currently believes these matters will not have a material impact on its results of operations, cash flows and financial position.

Edwardsport Integrated Gasification Combined Cycle Plant

On September 20, 2018, Duke Energy Indiana, the Indiana Office of Utility Consumer Counselor, the Duke Industrial Group and Nucor Steel – Indiana entered into a settlement agreement to resolve IGCC ratemaking issues for calendar years 2018 and 2019. The agreement will remain in effect until new rates are established in Duke Energy Indiana's next base rate case, which ~~is expected~~was filed on July 2, 2019, with rates to be ~~filed in mid-2019 with rates~~ effective in mid-2020. ~~It addressed the pending Edwardsport filing at the commission and eliminated the need for future filings until the overall rate case. The settlement is subject to IURC approval.~~ An evidentiary hearing was held in December 2018, and on June 5, 2019, the IURC issued an ~~IURC Order is expected~~order approving the 2018 Settlement Agreement.

Piedmont

North Carolina Integrity Management Rider Filing

On October 31, 2019, Piedmont filed a petition under the IMR mechanism to collect an additional $11 million in ~~May~~annual revenues effective December 1, 2019, based on the eligible capital investments closed to integrity and safety projects between July 1, 2019, and September 30, 2019. ~~Duke Energy Indiana~~Piedmont cannot predict the outcome of this matter.

On April 30, 2019, Piedmont filed a petition under the IMR mechanism to update rates, based on the eligible capital investments closed to integrity and safety projects over the six-month period ending March 31, 2019. The NCUC approved the petition on May 29, 2019, and rates became effective June 1, 2019. The effect of the update was an increase to annual revenues of approximately $9 million.

Tennessee Integrity Management Rider Filing

In November 2018, Piedmont filed a petition with the TPUC under the IMR mechanism to collect an additional $3 million in annual revenues, effective January 2019, based on the eligible capital investments closed to integrity and safety projects over the 12-month period ending October 31, 2018. A hearing on the matter was held on March 11, 2019. On May 20, 2019, the TPUC approved Piedmont's IMR application as filed and ~~a decision is expected in May~~revised customer rates were effective June 1, 2019.



~~FINANCIAL STATEMENTS~~	~~REGULATORY MATTERS~~

2019 North Carolina Rate Case

On April 1, 2019, Piedmont filed an application with the NCUC, its first general rate case in North Carolina in six years, for a rate increase for retail customers of approximately $83 million, which represents an approximate ~~9 percent~~9% increase in retail revenues. The request for rate increase is driven by significant infrastructure upgrade investments (plant additions) since the last general rate case through June 30, 2019, offset by savings that customers will begin receiving due to federal and state tax reform. Approximately half of the plant additions being ~~rolled into~~included in rate base are categories of plant investment not covered under the IMR mechanism, which was originally approved as part of the 2013 North Carolina Rate Case.

On August 13, 2019, Piedmont, ~~anticipates~~the Public Staff, and two groups representing industrial customers filed an Agreement and Stipulation Settlement resolving issues in the base rate proceeding, which included a return on equity of 9.7% and a capital structure of 52% equity and 48% debt. The North Carolina Attorney General's Office did not support the settlement. Other major components of the Stipulation included:

An annual increase in revenues of $109 million before consideration of riders associated with federal and state tax reform;

A decrease through a rider mechanism of $23 million per year to return unprotected federal EDIT over a five-year period and deferred revenues related to the federal rate reduction of $37 million to be returned over one year;

A decrease through a rider mechanism of $21 million per year related to reductions in the North Carolina state income tax rate to be returned over a three-year period;


•	An overall cap on net revenue increase of $83 million. This will impact Piedmont beginning November 1, 2022 only if the company does not file another general rate case in the interim;

Continuation of the IMR mechanism; and



FINANCIAL STATEMENTS	REGULATORY MATTERS

Establishment of a new Distribution Integrity Management Program (DIMP) deferral mechanism for average annual pretax operations and maintenance expenses of approximately $11 million.

An evidentiary hearing began on August 19, 2019. On October 31, 2019, the NCUC ~~will schedule~~approved the ~~evidentiary hearing for late summer/early fall 2019, which would enable~~Stipulation and the ~~rate change arising from this proceeding to take effect by the end of~~revised customer rates were effective November 1, 2019. ~~Piedmont cannot predict the outcome of this matter.~~

OTHER REGULATORY MATTERS

Atlantic Coast Pipeline, LLC

On September 2, 2014, Duke Energy, Dominion ~~Resources~~Energy, Inc. (Dominion), Piedmont and Southern Company Gas announced the formation of Atlantic Coast Pipeline, LLC (ACP) to build and own the proposed Atlantic Coast Pipeline (ACP pipeline), an approximately 600-mile interstate natural gas pipeline running from West Virginia to North Carolina. The ACP pipeline is designed to meet, in part, the needs identified by Duke Energy Carolinas, Duke Energy Progress and Piedmont. Dominion will be responsible for building and operating the ACP pipeline and holds a leading ownership percentage in ACP of ~~48 percent.~~48%. Duke Energy owns a ~~47 percent~~47% interest, which is accounted for as an equity method investment through its Gas Utilities and Infrastructure segment. Southern Company Gas maintains a ~~5 percent~~5% interest. See Note 13 for additional information related to Duke Energy's ownership interest. Duke Energy Carolinas, Duke Energy Progress and Piedmont, among others, will be customers of the pipeline. Purchases will be made under several 20-year supply contracts, subject to state regulatory approval.

In 2018, the FERC issued a series of Notices to Proceed, which authorized the project to begin certain construction-related activities along the pipeline route, including supply header and compressors. On May 11, 2018, and October 19, 2018, FERC issued Notices to Proceed allowing full construction activities in all areas of West Virginia except in the Monongahela National Forest. On July 24, 2018, FERC issued a Notice to Proceed allowing full construction activities along the project route in North Carolina. On October 19, 2018, the conditions to effectiveness of the Virginia 401 water quality certification were ~~satisfied. Immediately~~satisfied and, following receipt of the Virginia 401 certification, ACP filed a request for FERC to issue a Notice to Proceed with full construction activities in Virginia. ~~We appreciate~~Due to legal challenges not directly related to the ~~professional and collaborative process by the permitting agencies designed~~request for a Notice to ~~ensure that~~Proceed in Virginia, this ~~critical energy infrastructure project will meet the stringent environmental standards required by law and regulation.~~request is still pending.

ACP is the subject of challenges in state and federal courts and agencies, including, among others, challenges of the project’s biological opinion (BiOp) and incidental take statement (ITS), crossings of the Blue Ridge Parkway, the Appalachian Trail, and the Monongahela and George Washington National Forests, the project’s U.S. Army Corps of Engineers (USACE) 404 permit, the project's air permit for a compressor station at Buckingham, Virginia, ~~conditional 401 water quality certification,~~ the FERC Environmental Impact Statement order and the FERC order approving the Certificate of Public Convenience and Necessity. Each of these challenges alleges non-compliance on the part of federal and state permitting authorities and adverse ecological consequences if the project is permitted to proceed. Since December 2018, notable developments in these challenges include a stay in December 2018 issued by the U.S. Court of Appeals for the Fourth Circuit (Fourth Circuit) and the same court's July 26, 2019, vacatur of the project's ~~biological opinion~~BiOp and ITS (which stay ~~has~~and subsequent vacatur halted most project construction activity), a Fourth Circuit decision vacating the project's permits to cross the Monongahela and George Washington National Forests and the Appalachian Trail, the Fourth Circuit's remand to USACE of ACP's Huntington District 404 verification and the Fourth Circuit’s remand to the National Park Service of ~~the~~ ACP’s Blue Ridge Parkway right-of-way. ACP is vigorously defending these challenges and coordinating with the federal and state authorities which are the direct parties to the challenges. ~~ACP and federal agencies are coordinating on a potential appeal~~The Solicitor General of the ~~Fourth Circuit’s recent ruling vacating~~United States and ACP filed petitions for certiorari to the ~~project’s permit to cross~~Supreme Court of the United States on June 25, 2019, regarding the Appalachian ~~Trail.~~Trail crossing and certiorari was granted on October 4, 2019. A ruling is expected in the second quarter of 2020. ACP is also evaluating possible legislative remedies to this issue.

In anticipation of the Fourth Circuit's vacatur of the BiOp and ~~administrative remedies. On May 9, 2019,~~ITS, ACP ~~the U.S. Fish and Wildlife Service~~ and the ~~Department~~FWS commenced work in mid-May of ~~Justice will present arguments before~~2019 to set the ~~Fourth Circuit supporting~~basis for a reissued BiOp and ITS. ACP continues coordinating and working with FWS and other parties in preparation for a reissuance of the ~~project’s stayed biological opinion~~BiOp and ITS.

Given the legal challenges described above and ongoing discussions with customers, ACP expects mechanical completion of the full project in late 2021 with in-service likely in the first half of 2022.

The delays resulting from the legal challenges described above have impacted the cost and schedule for the project. ~~As a result, project~~Project cost estimates ~~have increased to $7.0~~are $7.3 billion to $7.8 billion, excluding financing costs. ~~ACP expects~~Given the status of current discussions with FWS regarding a new BiOp and ITS, as well as discussions with contractors regarding efficiencies which may be realized going forward, these estimates are under review and subject to ~~achieve a late 2020 in-service date for key segments of the project, while it expects the remainder to extend into 2021.~~upward pressure. Abnormal weather, work delays (including delays due to judicial or regulatory action) and other conditions may also result in cost or schedule modifications, a suspension of AFUDC for ACP and/or impairment charges potentially material to Duke Energy's cash flows, financial position and results of operations.

Duke Energy’s investment in ACP was $1.1 billion at September 30, 2019. Duke Energy evaluated this investment for impairment at September 30, 2019, and determined that fair value approximated carrying value and therefore no impairment was necessary. Duke Energy also has a guarantee agreement supporting its share of the ~~future.~~ACP revolving credit facility. Duke Energy’s maximum exposure to loss under the terms of the guarantee is $802 million, which represents 47% of the outstanding borrowings under the credit facility as of September 30, 2019. See Note 13 for additional information.

Constitution Pipeline Company, LLC

Duke Energy owns a ~~24 percent~~24% ownership interest in Constitution, which is accounted for as an equity method investment. Constitution is a natural gas pipeline project slated to transport natural gas supplies from the Marcellus supply region in northern Pennsylvania to major northeastern markets. The pipeline will be constructed and operated by Williams Partners L.P., which has a ~~41 percent~~41% ownership share. The remaining interest is held by Cabot Oil and Gas Corporation and WGL Holdings, Inc. Before the permitting delays discussed below, Duke Energy's total anticipated contributions were approximately $229 million. As a result of the permitting delays and project uncertainty, total anticipated contributions by Duke Energy can no longer be reasonably estimated. Since April 2016, with the actions of the New York State Department of Environmental Conservation (NYSDEC), Constitution stopped construction and discontinued capitalization of future development costs until the project's uncertainty is resolved.



FINANCIAL STATEMENTS	REGULATORY MATTERS

In December 2014, Constitution received approval from the FERC to construct and operate the proposed pipeline. However, on April 22, 2016, the NYSDEC denied Constitution’s application for a necessary water quality certification for the New York portion of the Constitution pipeline. Constitution filed a series of legal actions challenging the legality and appropriateness of the NYSDEC’s decision, culminating in an appeal to the Supreme Court of the United States, which appeal was denied on April 30, 2018. In addition, in October 2017, Constitution filed a petition for declaratory order requesting FERC to find that, ~~the NYSDEC waived its rights to issue a Section 401 water quality certification~~ by not acting on Constitution's application within a reasonable period of time as required by statute, ~~which~~the NYSDEC waived its rights to issue a Section 401 water quality certification. Constitution's petition was denied on January 11, 2018.



~~FINANCIAL STATEMENTS~~	~~REGULATORY MATTERS~~

On January 25, 2019, the D.C. Circuit Court rendered a decision in Hoopa Valley Tribe v. FERC that withdrawal and resubmission of an application for a Section 401 water quality certification constituted a waiver by the relevant state agency when such withdrawals and resubmissions were intended to extend the one-year limit on accepting or rejecting such an application. As Constitution had made similar arguments in its 2018 petition to FERC for a declaratory order, on April 1, 2019, Constitution filed a new petition for declaratory order requesting FERC find a waiver on the part of NYSDEC in accordance with the D.C. Circuit Court’s newly established precedent. On ~~May 1,~~August 28, 2019, ~~Constitution filed~~FERC issued an order declaring that NYSDEC had in fact waived its ~~response to supplemental pleadings filed by~~water quality certification authority. On September 27, 2019, NYSDEC and ~~others in this proceeding. A FERC response is expected later this year.~~numerous intervenors filed requests for rehearing of FERC’s August 28, 2019, waiver determination.

Constitution is currently unable to approximate an in-service date for the project due to the NYSDEC's denial of the water quality certification. The Constitution partners remain committed to the project and are evaluating next steps to move the project forward. On June 25, 2018, Constitution filed with FERC a Request for Extension of Time until December 2, 2020, for construction of the project. On November 5, 2018, FERC issued an Order Granting Extension of Time.

During the ~~three~~nine months ended ~~March 31,~~September 30, 2018, Duke Energy recorded an OTTI of $55 million within Equity in ~~(losses)~~ earnings of unconsolidated affiliates on Duke Energy's Condensed Consolidated Statements of Income. The charge represented the excess carrying value over the estimated fair value of the project, which was based on a Level 3 Fair Value measurement that was determined from the income approach using discounted cash flows. The impairment was primarily due to actions taken by the courts and regulators to uphold the NYSDEC's denial of the certification and uncertainty associated with the remaining legal and regulatory challenges.

See Note 13 for additional information related to ownership interest and carrying value of the investment.

Potential Coal Plant Retirements

The Subsidiary Registrants periodically file IRPs with their state regulatory commissions. The IRPs provide a view of forecasted energy needs over a long term (10 to 20 years) and options being considered to meet those needs. IRPs filed by the Subsidiary Registrants included planning assumptions to potentially retire certain coal-fired generating facilities in North Carolina and Indiana earlier than their current estimated useful ~~lives primarily because facilities do not have the requisite emission control equipment to meet regulatory requirements expected to apply in the near future.~~lives. Duke Energy continues to evaluate the potential need to retire these coal-fired generating facilities earlier than the current estimated useful lives and plans to seek regulatory recovery for amounts that would not be otherwise recovered when any of these assets are retired.

The table below contains the net carrying value of generating facilities planned for retirement or included in recent IRPs as evaluated for potential ~~retirement due to a lack of requisite environmental control equipment.~~retirement. Dollar amounts in the table below are included in Net property, plant and equipment on the Condensed Consolidated Balance Sheets as of ~~March 31,~~September 30, 2019, and exclude capitalized asset retirement costs.


		Remaining Net			Remaining Net
	Capacity	Book Value		Capacity	Book Value
	(in MW)	(in millions)		(in MW)	(in millions)
Duke Energy Carolinas
Allen Steam Station Units 1-3^(a)	585	$	159	585	$	154
Duke Energy Indiana
Gallagher Units 2 and 4^(b)	280	120		280	116
Gibson Units 1-5^(c)				3,132	1,949
Cayuga Units 1-2^(c)				1,005	974
Total Duke Energy	865	$	279	5,002	$	3,193



FINANCIAL STATEMENTS	INVESTMENTS IN DEBT AND EQUITY SECURITIES

DEBT SECURITY MATURITIES

The table below summarizes the maturity date for debt securities.



	September 30, 2019
			Duke				Duke		Duke		Duke
	Duke		Energy		Progress		Energy		Energy		Energy
(in millions)	Energy		Carolinas		Energy		Progress		Florida		Indiana
Due in one year or less	$	400	$	65	$	328	$	48	$	280	$	4
Due after one through five years	524		220		253		243		10		15
Due after five through 10 years	450		187		209		201		8		5
Due after 10 years	1,259		687		465		431		34		19
Total	$	2,633	$	1,159	$	1,255	$	923	$	332	$	43

March 31, 2019
Duke
Duke
Duke
Duke
Duke
Energy
Progress
Energy
Energy
Energy
(in millions) Energy
Carolinas
Energy
Progress
Florida
Indiana
Due in one year or less $ 74
$ 9
$ 41
$ 21
$ 20
$ 4
Due after one through five years 537
153
341
251
90
17
Due after five through 10 years 577
287
245
196
49
4
Due after 10 years 1,259
616
545
415
130
17
Total $ 2,447

$ 1,065

$ 1,172

$ 883

$ 289

$ 42

12. FAIR VALUE MEASUREMENTS

Fair value is the exchange price to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date. The fair value definition focuses on an exit price versus the acquisition cost. Fair value measurements use market data or assumptions market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs may be readily observable, corroborated by market data or generally unobservable. Valuation techniques maximize the use of observable inputs and minimize use of unobservable inputs. A midmarket pricing convention (the midpoint price between bid and ask prices) is permitted for use as a practical expedient.

Fair value measurements are classified in three levels based on the fair value hierarchy as defined by GAAP. Certain investments are not categorized within the fair value hierarchy. These investments are measured at fair value using the NAV per share practical expedient. The NAV is derived based on the investment cost, less any impairment, plus or minus changes resulting from observable price changes for an identical or similar investment of the same issuer.

Fair value accounting guidance permits entities to elect to measure certain financial instruments that are not required to be accounted for at fair value, such as equity method investments or the company’s own debt, at fair value. The Duke Energy Registrants have not elected to record any of these items at fair value.

Transfers between levels represent assets or liabilities that were previously (i) categorized at a higher level for which the inputs to the estimate became less observable or (ii) classified at a lower level for which the inputs became more observable during the period. The Duke Energy Registrant’s policy is to recognize transfers between levels of the fair value hierarchy at the end of the period. There were no0 transfers between levels during the ~~three~~nine months ended ~~March 31,~~September 30, 2019, and 2018.

Valuation methods of the primary fair value measurements disclosed below are as follows.

Investments in equity securities

The majority of investments in equity securities are valued using Level 1 measurements. Investments in equity securities are typically valued at the closing price in the principal active market as of the last business day of the quarter. Principal active markets for equity prices include published exchanges such as the New York Stock Exchange and Nasdaq Stock Market. Foreign equity prices are translated from their trading currency using the currency exchange rate in effect at the close of the principal active market. There was no after-hours market activity that was required to be reflected in the reported fair value measurements.

Investments in debt securities

Most investments in debt securities are valued using Level 2 measurements because the valuations use interest rate curves and credit spreads applied to the terms of the debt instrument (maturity and coupon interest rate) and consider the counterparty credit rating. If the market for a particular fixed-income security is relatively inactive or illiquid, the measurement is Level 3.

Commodity derivatives

Commodity derivatives with clearinghouses are classified as Level 1. Other commodity derivatives, including Piedmont's natural gas supply contracts, are primarily valued using internally developed discounted cash flow models that incorporate forward price, adjustments for liquidity (bid-ask spread) and credit or non-performance risk (after reflecting credit enhancements such as collateral), and are discounted to present value. Pricing inputs are derived from published exchange transaction prices and other observable data sources. In the absence of an active market, the last available price may be used. If forward price curves are not observable for the full term of the contract and the unobservable period had more than an insignificant impact on the valuation, the commodity derivative is classified as Level 3. In isolation, increases (decreases) in natural gas forward prices result in favorable (unfavorable) fair value adjustments for natural gas purchase contracts; and increases (decreases) in electricity forward prices result in unfavorable (favorable) fair value adjustments for electricity sales contracts. Duke Energy regularly evaluates and validates pricing inputs used to estimate the fair value of natural gas commodity contracts by a market participant price verification procedure. This procedure provides a comparison of internal forward commodity curves to market participant generated curves.



FINANCIAL STATEMENTS	FAIR VALUE MEASUREMENTS

Interest rate derivatives

Most over-the-counter interest rate contract derivatives are valued using financial models that utilize observable inputs for similar instruments and are classified as Level 2. Inputs include forward interest rate curves, notional amounts, interest rates and credit quality of the counterparties.

Other fair value considerations

See Note 11 in Duke Energy's Annual Report on Form 10-K for the year ended December 31, 2018, for a discussion of the valuation of goodwill and intangible assets.

DUKE ENERGY

The following tables provide recorded balances for assets and liabilities measured at fair value on a recurring basis on the Condensed Consolidated Balance Sheets. Derivative amounts in the tables below for all Duke Energy Registrants exclude cash collateral, which is disclosed in Note 10. See Note 11 for additional information related to investments by major security type for the Duke Energy Registrants.


	March 31, 2019														September 30, 2019
(in millions)	Total Fair Value			Level 1			Level 2			Level 3			Not Categorized		Total Fair Value			Level 1			Level 2			Level 3			Not Categorized
NDTF equity securities	$	5,061		$	4,998		$	—		$	—		$	63	$	5,222		$	5,168		$	—		$	—		$	54
NDTF debt securities	2,302			630			1,672			—			—		2,476			804			1,672			—			—
Other equity securities	112			112			—			—			—		112			112			—			—			—
Other debt securities	310			103			207			—			—		324			92			232			—			—
Derivative assets	35			2			27			6			—		31			2			8			21			—
Total assets	7,820			5,845			1,906			6			63		8,165			6,178			1,912			21			54
Derivative liabilities	(244		)	(23		)	(100		)	(121		)	—		(353		)	(25		)	(217		)	(111		)	—
Net assets (liabilities)	$	7,576		$	5,822		$	1,806		$	(115	)	$	63	$	7,812		$	6,153		$	1,695		$	(90	)	$	54



	December 31, 2018
(in millions)	Total Fair Value			Level 1			Level 2			Level 3			Not Categorized
NDTF equity securities	$	4,475		$	4,410		$	—		$	—		$	65
NDTF debt securities	2,231			576			1,655			—			—
Other equity securities	99			99			—			—			—
Other debt securities	270			67			203			—			—
Derivative assets	57			4			25			28			—
Total assets	7,132			5,156			1,883			28			65
Derivative liabilities	(242		)	(11		)	(90		)	(141		)	—
Net assets (liabilities)	$	6,890		$	5,145		$	1,793		$	(113	)	$	65

December 31, 2018
(in millions) Total Fair Value
Level 1
Level 2
Level 3
Not Categorized
NDTF equity securities $ 4,475
$ 4,410
$ —
$ —
$ 65
NDTF debt securities 2,231
576
1,655
—
—
Other equity securities 99
99
—
—
—
Other debt securities 270
67
203
—
—
Derivative assets 57
4
25
28
—
Total assets 7,132
5,156
1,883
28
65
Derivative liabilities (242 ) (11 ) (90 ) (141 ) —
Net assets (liabilities) $ 6,890
$ 5,145
$ 1,793
$ (113 ) $ 65

The following tables provide reconciliations of beginning and ending balances of assets and liabilities measured at fair value using Level 3 measurements.



	Derivatives (net)
	Three Months Ended September 30,						Nine Months Ended September 30,
(in millions)	2019			2018			2019			2018
Balance at beginning of period	$	(79	)	$	(97	)	$	(113	)	$	(114	)
Purchases, sales, issuances and settlements:
Purchases	—			—			38			56
Settlements	(9		)	(14		)	(32		)	(43		)
Total (losses) gains included on the Condensed Consolidated Balance Sheet	(2		)	(5		)	17			(15		)
Balance at end of period	$	(90	)	$	(116	)	$	(90	)	$	(116	)

Derivatives (net)
Three Months Ended March 31,
(in millions) 2019
2018
Balance at beginning of period $ (113 ) $ (114 )
Purchases, sales, issuances and settlements:
Settlements (12 ) (14 )
Total gains included on the Condensed Consolidated Balance Sheet 10
4
Balance at end of period $ (115 ) $ (124 )



FINANCIAL STATEMENTS	FAIR VALUE MEASUREMENTS

DUKE ENERGY CAROLINAS

The following tables provide recorded balances for assets and liabilities measured at fair value on a recurring basis on the Condensed Consolidated Balance Sheets.


	March 31, 2019										September 30, 2019
(in millions)	Total Fair Value			Level 1		Level 2			Not Categorized		Total Fair Value			Level 1		Level 2			Not Categorized
NDTF equity securities	$	2,791		$	2,728	$	—		$	63	$	2,901		$	2,847	$	—		$	54
NDTF debt securities	1,122			212		910			—		1,195			189		1,006			—
Derivative assets	5			—		5			—
Total assets	3,918			2,940		915			63		4,096			3,036		1,006			54
Derivative liabilities	(39		)	—		(39		)	—		(67		)	—		(67		)	—
Net assets	$	3,879		$	2,940	$	876		$	63	$	4,029		$	3,036	$	939		$	54



FINANCIAL STATEMENTS	VARIABLE INTEREST ENTITIES

Receivables Financing – Credit Facilities

The following table summarizes the amounts and expiration dates of the credit facilities and associated restricted receivables described above.



	Duke Energy
			Duke Energy		Duke Energy		Duke Energy
			Carolinas		Progress		Florida
(in millions)	CRC		DERF		DEPR		DEFR
Expiration date	December 2020		December 2020		February 2021		April 2021
Credit facility amount	$	350	$	475	$	325	$	250
Amounts borrowed at September 30, 2019	350		475		325		250
Amounts borrowed at December 31, 2018	325		450		300		225
Restricted Receivables at September 30, 2019	505		775		564		471
Restricted Receivables at December 31, 2018	564		699		547		357

Duke Energy
Duke Energy
Duke Energy
Duke Energy
Carolinas
Progress
Florida
(in millions) CRC
DERF
DEPR
DEFR
Expiration date December 2020
December 2020
February 2021
April 2021
Credit facility amount $ 350
$ 475
$ 325
$ 250
Amounts borrowed at March 31, 2019 350
475
325
250
Amounts borrowed at December 31, 2018 325
450
300
225
Restricted Receivables at March 31, 2019 534
630
495
317
Restricted Receivables at December 31, 2018 564
699
547
357

Nuclear Asset-Recovery Bonds – DEFPF

DEFPF is a bankruptcy remote, wholly owned special purpose subsidiary of Duke Energy Florida. DEFPF was formed in 2016 for the sole purpose of issuing nuclear asset-recovery bonds to finance Duke Energy Florida's unrecovered regulatory asset related to Crystal River Unit 3.

In June 2016, DEFPF issued senior secured bonds and used the proceeds to acquire nuclear asset-recovery property from Duke Energy Florida. The nuclear asset-recovery property acquired includes the right to impose, bill, collect and adjust a non-bypassable nuclear asset-recovery charge from all Duke Energy Florida retail customers until the bonds are paid in full and all financing costs have been recovered. The nuclear asset-recovery bonds are secured by the nuclear asset-recovery property, and cash collections from the nuclear asset-recovery charges are the sole source of funds to satisfy the debt obligation. The bondholders have no recourse to Duke Energy Florida.

DEFPF is considered a VIE primarily because the equity capitalization is insufficient to support its operations. Duke Energy Florida has the power to direct the significant activities of the VIE as described above, and therefore Duke Energy Florida is considered the primary beneficiary and consolidates DEFPF.

The following table summarizes the impact of DEFPF on Duke Energy Florida's Condensed Consolidated Balance Sheets.



(in millions)	September 30, 2019		December 31, 2018
Receivables of VIEs	$	7	$	5
Regulatory Assets: Current	52		52
Current Assets: Other	16		39
Other Noncurrent Assets: Regulatory assets	1,002		1,041
Current Liabilities: Other	2		10
Current maturities of long-term debt	54		53
Long-Term Debt	1,056		1,111

(in millions) March 31, 2019
December 31, 2018
Receivables of VIEs $ 5
$ 5
Regulatory Assets: Current 52
52
Current Assets: Other 12
39
Other Noncurrent Assets: Regulatory assets 1,032
1,041
Current Liabilities: Other 2
10
Current maturities of long-term debt 54
53
Long-Term Debt 1,082
1,111

Commercial Renewables

Certain of Duke Energy’s renewable energy facilities are VIEs due to Duke Energy issuing guarantees for debt service and operations and maintenance reserves in support of debt financings. Assets are restricted and cannot be pledged as collateral or sold to third parties without prior approval of debt holders. Additionally, Duke Energy has VIEs associated with tax equity arrangements entered into with third-party investors in order to finance the cost of solar energy systems eligible for tax credits. The activities that most significantly impacted the economic performance of these renewable energy facilities were decisions associated with siting, negotiating PPAs and EPC agreements, and decisions associated with ongoing operations and maintenance-related activities. Duke Energy is considered the primary beneficiary and consolidates the entities as it is responsible for all of these decisions.

The table below presents material balances reported on Duke Energy's Condensed Consolidated Balance Sheets related to ~~renewables~~Commercial Renewables VIEs.



(in millions)	September 30, 2019			December 31, 2018
Current Assets: Other	$	172		$	123
Property, Plant and Equipment: Cost	5,160			4,007
Accumulated depreciation and amortization	(996		)	(698		)
Other Noncurrent Assets: Other	63			261
Current maturities of long-term debt	177			174
Long-Term Debt	1,604			1,587
Other Noncurrent Liabilities: Asset retirement obligations	125			106
Other Noncurrent Liabilities: Other	218			212

(in millions) March 31, 2019
December 31, 2018
Current Assets: Other $ 140
$ 123
Property, plant and equipment, cost 4,018
4,007
Accumulated depreciation and amortization (733 ) (698 )
Other Noncurrent Assets: Other 280
261
Current maturities of long-term debt 173
174
Long-Term Debt 1,583
1,587
Other Noncurrent Liabilities: Asset Retirement Obligations 107
106
Other Noncurrent Liabilities: Other 212
212



FINANCIAL STATEMENTS	VARIABLE INTEREST ENTITIES

NON-CONSOLIDATED VIEs

The following tables summarize the impact of non-consolidated VIEs on the Condensed Consolidated Balance Sheets.



	September 30, 2019
	Duke Energy										Duke		Duke
	Pipeline			Commercial		Other					Energy		Energy
(in millions)	Investments			Renewables		VIEs		Total			Ohio		Indiana
Receivables from affiliated companies	$	—		$	—	$	—	$	—		$	48	$	76
Investments in equity method unconsolidated affiliates	1,152			235		55		1,442			—		—
Total assets	$	1,152		$	235	$	55	$	1,442		$	48	$	76
Taxes accrued	(2		)	—		—		(2		)	—		—
Other current liabilities	—			—		3		3			—		—
Deferred income taxes	57			—		—		57			—		—
Other noncurrent liabilities	—			—		11		11			—		—
Total liabilities	$	55		$	—	$	14	$	69		$	—	$	—
Net assets	$	1,097		$	235	$	41	$	1,373		$	48	$	76

March 31, 2019
Duke Energy Duke
Duke
Pipeline
Commercial
Other
Energy
Energy
(in millions) Investments
Renewables

VIEs

Total
Ohio
Indiana
Receivables from affiliated companies $ —
$ —
$ —
$ —
$ 67
$ 89
Investments in equity method unconsolidated affiliates 998
187
50
1,235
—
—
Total assets $ 998
$ 187
$ 50
$ 1,235
$ 67
$ 89
Taxes accrued (1 ) —
—
(1 ) —
—
Other current liabilities —
—
2
2
—
—
Deferred income taxes 40
—
—
40
—
—
Other noncurrent liabilities —
—
11
11
—
—
Total liabilities $ 39
$ —
$ 13
$ 52
$ —
$ —
Net assets $ 959
$ 187
$ 37
$ 1,183
$ 67
$ 89



	December 31, 2018
	Duke Energy										Duke		Duke
	Pipeline			Commercial		Other					Energy		Energy
(in millions)	Investments			Renewables		VIEs		Total			Ohio		Indiana
Receivables from affiliated companies	$	—		$	—	$	—	$	—		$	93	$	118
Investments in equity method unconsolidated affiliates	822			190		48		1,060			—		—
Total assets	$	822		$	190	$	48	$	1,060		$	93	$	118
Taxes accrued	(1		)	—		—		(1		)	—		—
Other current liabilities	—			—		4		4			—		—
Deferred income taxes	21			—		—		21			—		—
Other noncurrent liabilities	—			—		12		12			—		—
Total liabilities	$	20		$	—	$	16	$	36		$	—	$	—
Net assets	$	802		$	190	$	32	$	1,024		$	93	$	118

December 31, 2018
Duke Energy Duke
Duke
Pipeline
Commercial
Other
Energy
Energy
(in millions) Investments
Renewables
VIEs
Total
Ohio
Indiana
Receivables from affiliated companies $ —
$ —
$ —
$ —
$ 93
$ 118
Investments in equity method unconsolidated affiliates 822
190
48
1,060
—
—
Total assets $ 822
$ 190
$ 48
$ 1,060
$ 93
$ 118
Taxes accrued (1 ) —
—
(1 ) —
—
Other current liabilities —
—
4
4
—
—
Deferred income taxes 21
—
—
21
—
—
Other noncurrent liabilities —
—
12
12
—
—
Total liabilities $ 20

$ —

$ 16

$ 36

$ —

$ —
Net assets $ 802
$ 190
$ 32
$ 1,024
$ 93
$ 118

The Duke Energy Registrants are not aware of any situations where the maximum exposure to loss significantly exceeds the carrying values shown above except for the ~~power purchase agreement~~PPA with OVEC, which is discussed below, and various guarantees, including Duke Energy's guarantee agreement to support its share of the ACP revolving credit facility. Duke Energy's maximum exposure to loss under the terms of the guarantee is ~~$737~~$802 million, which represents ~~47 percent~~47% of the outstanding borrowings under the credit facility as of ~~March 31,~~September 30, 2019. For more information on various guarantees, refer to Note 4.

Pipeline Investments

Duke Energy has investments in various joint ventures with pipeline projects currently under construction. These entities are considered VIEs due to having insufficient equity to finance their own activities without subordinated financial support. Duke Energy does not have the power to direct the activities that most significantly impact the economic performance, the obligation to absorb losses or the right to receive benefits of these VIEs and therefore does not consolidate these entities.



~~FINANCIAL STATEMENTS~~	~~VARIABLE INTEREST ENTITIES~~

The table below presents Duke Energy's ownership interest and investment balances in these joint ventures.



			VIE Investment Amount (in millions)
	Ownership		September 30,		December 31,
Entity Name	Interest		2019		2018
ACP^(a)	47	%	$	1,127	$	797
Constitution	24	%	25		25
Total			$	1,152	$	822

VIE Investment Amount (in millions)
Ownership March 31, December 31,
Entity Name Interest 2019 2018
ACP^(a)
47 % $ 973
$ 797
Constitution 24 % 25
25
Total $ 998
$ 822


(a)	Duke Energy evaluated this investment for impairment as of ~~March 31,~~September 30, 2019, and December 31, 2018, and determined that fair value approximated carrying value and therefore no impairment was necessary.



FINANCIAL STATEMENTS	VARIABLE INTEREST ENTITIES

Commercial Renewables

Duke Energy has investments in various renewable energy project entities. Some of these entities are VIEs due to Duke Energy issuing guarantees for debt service and operations and maintenance reserves in support of debt financings. Duke Energy does not consolidate these VIEs because power to direct and control key activities is shared jointly by Duke Energy and other owners.

Pioneer

Duke Energy holds a ~~50 percent~~50% equity interest in Pioneer. During the nine months ended September 30, 2019, Pioneer iswas considered a VIE due to having insufficient equity to finance its own activities without subordinated financial support. ~~The~~On October 1, 2019, Pioneer closed on a private placement debt offering that gave Pioneer sufficient equity to finance its own activities ~~that most significantly impact Pioneer's economic performance are decisions related to the development of new transmission facilities. The power to direct these activities~~and, therefore, is ~~jointly and equally shared by~~no longer considered a VIE. Duke ~~Energy and the other joint venture partner, American Electric Power; therefore, Duke Energy does not consolidate Pioneer.~~Energy's investment in Pioneer was $55 million at September 30, 2019.

OVEC

Duke Energy Ohio’s ~~9 percent~~9% ownership interest in OVEC is considered a non-consolidated VIE due to OVEC having insufficient equity to finance its activities without subordinated financial support. The activities that most significantly impact OVEC's economic performance include fuel strategy and supply activities and decisions associated with ongoing operations and maintenance-related activities. Duke Energy Ohio does not have the unilateral power to direct these activities, and therefore, does not consolidate OVEC.

As a counterparty to an ICPA, Duke Energy Ohio has a contractual arrangement to receive entitlements to capacity and energy from OVEC’s power plants through June 2040 commensurate with its power participation ratio, which is equivalent to Duke Energy Ohio's ownership interest. Costs, including fuel, operating expenses, fixed costs, debt amortization and interest expense, are allocated to counterparties to the ICPA based on their power participation ratio. The value of the ICPA is subject to variability due to fluctuation in power prices and changes in OVEC's cost of business. On March 31, 2018, FES, a subsidiary of FirstEnergy and an ICPA counterparty with a power participation ratio of ~~4.85 percent,~~4.85%, filed for Chapter 11 bankruptcy, which could increase costs allocated to the counterparties. On July 31, 2018, the bankruptcy court rejected the FES ICPA, which means OVEC is an unsecured creditor in the FES bankruptcy proceeding. Duke Energy Ohio cannot predict the impact of the bankruptcy filing on its OVEC interests. In addition, certain proposed environmental rulemaking could result in future increased OVEC cost allocations.

CRC

See discussion under Consolidated VIEs for additional information related to CRC.

Amounts included in Receivables from affiliated companies in the above table for Duke Energy Ohio and Duke Energy Indiana reflect their retained interest in receivables sold to CRC. These subordinated notes held by Duke Energy Ohio and Duke Energy Indiana are stated at fair value.

The following table shows the gross and net receivables sold.



	Duke Energy Ohio				Duke Energy Indiana
(in millions)	September 30, 2019		December 31, 2018		September 30, 2019		December 31, 2018
Receivables sold	$	217	$	269	$	326	$	336
Less: Retained interests	48		93		76		118
Net receivables sold	$	169	$	176	$	250	$	218

Duke Energy Ohio Duke Energy Indiana
(in millions) March 31, 2019
December 31, 2018
March 31, 2019
December 31, 2018
Receivables sold $ 253
$ 269
$ 322
$ 336
Less: Retained interests 67
93
89
118
Net receivables sold $ 186
$ 176
$ 233
$ 218



~~FINANCIAL STATEMENTS~~	~~VARIABLE INTEREST ENTITIES~~

The following table shows sales and cash flows related to receivables sold.



	Duke Energy Ohio								Duke Energy Indiana
	Three Months Ended				Nine Months Ended				Three Months Ended				Nine Months Ended
	September 30,				September 30,				September 30,				September 30,
(in millions)	2019		2018		2019		2018		2019		2018		2019		2018
Sales
Receivables sold	$	479	$	450	$	1,483	$	1,478	$	762	$	754	$	2,172	$	2,140
Loss recognized on sale	4		4		11		10		4		5		13		12
Cash flows
Cash proceeds from receivables sold	$	471	$	449	$	1,516	$	1,499	$	762	$	743	$	2,200	$	2,140
Collection fees received	—		—		1		1		—		—		1		1
Return received on retained interests	1		2		5		5		2		3		7		7

Duke Energy Ohio Duke Energy Indiana
Three Months Ended Three Months Ended
March 31, March 31,
(in millions) 2019
2018
2019
2018
Sales
Receivables sold $ 575
$ 567
$ 734
$ 694
Loss recognized on sale 4
3
5
3
Cash flows
Cash proceeds from receivables sold $ 597
$ 585
$ 758
$ 711
Return received on retained interests 2
2
3
2

Cash flows from sales of receivables are reflected within Operating Activities on Duke Energy Ohio’s and Duke Energy Indiana’s Condensed Consolidated Statements of Cash Flows.



FINANCIAL STATEMENTS	REVENUE

14. REVENUE

Duke Energy earns substantially all of its revenues through its reportable segments, Electric Utilities and Infrastructure, Gas Utilities and Infrastructure and Commercial Renewables.

Electric Utilities and Infrastructure

Electric Utilities and Infrastructure earns the majority of its revenues through retail and wholesale electric service through the generation, transmission, distribution and sale of electricity. Duke Energy generally provides retail and wholesale electric service customers with their full electric load requirements or with supplemental load requirements when the customer has other sources of electricity.

The majority of wholesale revenues are full requirements contracts where the customers purchase the substantial majority of their energy needs and do not have a fixed quantity of contractually required energy or capacity. As such, related forecasted revenues are considered optional purchases. Supplemental requirements contracts that include contracted blocks of energy and capacity at contractually fixed prices have the following estimated remaining performance obligations:



	Remaining Performance Obligations
(in millions)	2019		2020		2021		2022		2023		Thereafter		Total
Progress Energy	$	31	$	121	$	86	$	81	$	38	$	41	$	398
Duke Energy Progress	2		8		8		8		8		8		42
Duke Energy Florida	29		113		78		73		30		33		356
Duke Energy Indiana	2		10		5		—		—		—		17

Remaining Performance Obligations
(in millions) 2019
2020
2021
2022
2023
Thereafter
Total
Progress Energy $ 86
$ 121
$ 87
$ 82
$ 39
$ 42
$ 457
Duke Energy Progress 7
9
9
9
9
9
52
Duke Energy Florida 79
112
78
73
30
33
405
Duke Energy Indiana 7
10
5
—
—
—
22

Revenues for block sales are recognized monthly as energy is delivered and stand-ready service is provided, consistent with invoiced amounts and unbilled estimates.

Gas Utilities and Infrastructure

Gas Utilities and Infrastructure earns its revenues through retail and wholesale natural gas service through the transportation, distribution and sale of natural gas. Duke Energy generally provides retail and wholesale natural gas service customers with all natural gas load requirements. Additionally, while natural gas can be stored, substantially all natural gas provided by Duke Energy is consumed by customers simultaneously with receipt of delivery.

Fixed capacity payments under long-term contracts for the Gas Utilities and Infrastructure segment include minimum margin contracts and supply arrangements with municipalities and power generation facilities. Revenues for related sales are recognized monthly as natural gas is delivered and stand-ready service is provided, consistent with invoiced amounts and unbilled estimates. Estimated remaining performance obligations are as follows:



	Remaining Performance Obligations
(in millions)	2019		2020		2021		2022		2023		Thereafter		Total
Piedmont	$	17	$	69	$	64	$	64	$	61	$	430	$	705

Remaining Performance Obligations
(in millions) 2019
2020
2021
2022
2023
Thereafter
Total
Piedmont $ 53
$ 69
$ 65
$ 64
$ 61
$ 431
$ 743

Commercial Renewables

Commercial Renewables earns the majority of its revenues through long-term PPAs and generally sells all of its wind and solar facility output, electricity and RECs to customers. The majority of these PPAs have historically been accounted for as leases. For PPAs that are not accounted for as leases, the delivery of electricity and the delivery of RECs are considered separate performance obligations.



~~FINANCIAL STATEMENTS~~	~~REVENUE~~

Other

The remainder of Duke Energy’s operations is presented as Other, which does not include material revenues from contracts with customers.

~~Disaggregated Revenues~~

~~Disaggregated revenues are presented as follows:~~

Three Months Ended March 31, 2019
Duke
Duke
Duke
Duke
Duke

(in millions) Duke
Energy
Progress
Energy
Energy
Energy
Energy

By market or type of customer Energy
Carolinas
Energy
Progress
Florida
Ohio
Indiana
Piedmont
Electric Utilities and Infrastructure
   Residential $ 2,370
$ 760
$ 1,114
$ 536
$ 578
$ 189
$ 306
$ —
   General 1,427
496
632
306
326
103
197
—
   Industrial 711
266
222
161
61
33
190
—
   Wholesale 541
119
353
315
38
14
54
—
   Other revenues 172
78
172
125
47
16
17
—
Total Electric Utilities and Infrastructure revenue from contracts with customers $ 5,221
$ 1,719
$ 2,493
$ 1,443
$ 1,050
$ 355
$ 764
$ —

Gas Utilities and Infrastructure
   Residential $ 414
$ —
$ —
$ —
$ —
$ 112
$ —
$ 302
   Commercial 206
—
—
—
—
49
—
157
   Industrial 48
—
—
—
—
7
—
42
   Power Generation —
—
—
—
—
—
—
13
   Other revenues 63
—
—
—
—
8
—
56
Total Gas Utilities and Infrastructure revenue from contracts with customers $ 731
$ —
$ —
$ —
$ —
$ 176
$ —
$ 570

Commercial Renewables
Revenue from contracts with customers $ 42
$ —
$ —
$ —
$ —
$ —
$ —
$ —

Other
Revenue from contracts with customers $ 4
$ —
$ —
$ —
$ —
$ —
$ —
$ —
Total revenue from contracts with customers $ 5,998
$ 1,719
$ 2,493
$ 1,443
$ 1,050
$ 531
$ 764
$ 570

Other revenue sources^(a)
$ 165
$ 25
$ 79
$ 41
$ 36
$ —
$ 4
$ 9
Total revenues $ 6,163
$ 1,744
$ 2,572
$ 1,484
$ 1,086
$ 531
$ 768
$ 579



FINANCIAL STATEMENTS	REVENUE

Disaggregated Revenues

Disaggregated revenues are presented as follows:



	Three Months Ended September 30, 2019
			Duke				Duke		Duke		Duke			Duke
(in millions)	Duke		Energy		Progress		Energy		Energy		Energy			Energy
By market or type of customer	Energy		Carolinas		Energy		Progress		Florida		Ohio			Indiana			Piedmont
Electric Utilities and Infrastructure
Residential	$	2,923	$	892	$	1,522	$	625	$	897	$	215		$	294		$	—
General	1,885		687		843		399		444		127			225			—
Industrial	869		372		255		189		66		40			204			—
Wholesale	617		113		429		368		61		13			63			—
Other revenues	198		76		118		70		48		18			22			—
Total Electric Utilities and Infrastructure revenue from contracts with customers	$	6,492	$	2,140	$	3,167	$	1,651	$	1,516	$	413		$	808		$	—

Gas Utilities and Infrastructure
Residential	$	113	$	—	$	—	$	—	$	—	$	53		$	—		$	59
Commercial	68		—		—		—		—		21			—			47
Industrial	26		—		—		—		—		4			—			25
Power Generation	—		—		—		—		—		—			—			13
Other revenues	16		—		—		—		—		3			—			13
Total Gas Utilities and Infrastructure revenue from contracts with customers	$	223	$	—	$	—	$	—	$	—	$	81		$	—		$	157

Commercial Renewables
Revenue from contracts with customers	$	69	$	—	$	—	$	—	$	—	$	—		$	—		$	—

Other
Revenue from contracts with customers	$	8	$	—	$	—	$	—	$	—	$	—		$	—		$	—
Total revenue from contracts with customers	$	6,792	$	2,140	$	3,167	$	1,651	$	1,516	$	494		$	808		$	157

Other revenue sources^(a)	$	148	$	22	$	75	$	37	$	32	$	(5	)	$	(1	)	$	11
Total revenues	$	6,940	$	2,162	$	3,242	$	1,688	$	1,548	$	489		$	807		$	168


(a)	Other revenue sources include revenues from leases, derivatives and alternative revenue programs that are not considered revenues from contracts with customers. Alternative revenue programs in certain jurisdictions include regulatory mechanisms that periodically adjust for over or under collection of related revenues.

Three Months Ended March 31, 2018
Duke
Duke
Duke
Duke
Duke

(in millions) Duke
Energy
Progress
Energy
Energy
Energy
Energy

By market or type of customer Energy
Carolinas
Energy
Progress
Florida
Ohio
Indiana
Piedmont
Electric Utilities and Infrastructure
   Residential $ 2,350
$ 781
$ 1,112
$ 516
$ 595
$ 180
$ 278
$ —
   General 1,375
472
631
299
333
96
178
—
   Industrial 664
255
208
145
62
30
173
—
   Wholesale 633
119
446
397
50
—
68
—
   Other revenues 139
67
129
85
43
14
17
—
Total Electric Utilities and Infrastructure revenue from contracts with customers $ 5,161
$ 1,694
$ 2,526
$ 1,442
$ 1,083
$ 320
$ 714
$ —

Gas Utilities and Infrastructure
   Residential $ 413
$ —
$ —
$ —
$ —
$ 111
$ —
$ 302
   Commercial 201
—
—
—
—
49
—
152
   Industrial 48
—
—
—
—
7
—
41
   Power Generation —
—
—
—
—
—
—
13
   Other revenues 55
—
—
—
—
6
—
49
Total Gas Utilities and Infrastructure revenue from contracts with customers $ 717
$ —
$ —
$ —
$ —
$ 173
$ —
$ 557

Commercial Renewables
Revenue from contracts with customers $ 33
$ —
$ —
$ —
$ —
$ —
$ —
$ —

Other
Revenue from contracts with customers $ 17
$ —
$ —
$ —
$ —
$ 14
$ —
$ —
Total revenue from contracts with customers $ 5,928
$ 1,694
$ 2,526
$ 1,442
$ 1,083
$ 507
$ 714
$ 557

Other revenue sources^(a)
$ 207
$ 69
$ 50
$ 18
$ 32
$ 17
$ 17
$ (4 )
Total revenues $ 6,135
$ 1,763
$ 2,576
$ 1,460
$ 1,115
$ 524
$ 731
$ 553



FINANCIAL STATEMENTS	REVENUE



	Three Months Ended September 30, 2018
			Duke				Duke		Duke		Duke		Duke
(in millions)	Duke		Energy		Progress		Energy		Energy		Energy		Energy
By market or type of customer	Energy		Carolinas		Energy		Progress		Florida		Ohio		Indiana		Piedmont
Electric Utilities and Infrastructure
Residential	$	2,729	$	823	$	1,425	$	572	$	853	$	203	$	279	$	—
General	1,763		635		800		373		427		112		218		—
Industrial	835		352		246		177		69		33		202		—
Wholesale	589		132		372		335		37		3		81		—
Other revenues	225		109		134		90		44		20		29		—
Total Electric Utilities and Infrastructure revenue from contracts with customers	$	6,141	$	2,051	$	2,977	$	1,547	$	1,430	$	371	$	809	$	—

Gas Utilities and Infrastructure
Residential	$	116	$	—	$	—	$	—	$	—	$	59	$	—	$	57
Commercial	66		—		—		—		—		20		—		46
Industrial	28		—		—		—		—		3		—		24
Power Generation	—		—		—		—		—		—		—		13
Other revenues	23		—		—		—		—		1		—		22
Total Gas Utilities and Infrastructure revenue from contracts with customers	$	233	$	—	$	—	$	—	$	—	$	83	$	—	$	162

Commercial Renewables
Revenue from contracts with customers	$	61	$	—	$	—	$	—	$	—	$	—	$	—	$	—

Other
Revenue from contracts with customers	$	16	$	—	$	—	$	—	$	—	$	12	$	—	$	—
Total revenue from contracts with customers	$	6,451	$	2,051	$	2,977	$	1,547	$	1,430	$	466	$	809	$	162

Other revenue sources^(a)	$	177	$	39	$	68	$	35	$	32	$	3	$	10	$	10
Total revenues	$	6,628	$	2,090	$	3,045	$	1,582	$	1,462	$	469	$	819	$	172


(a)	Other revenue sources include revenues from leases, derivatives and alternative revenue programs that are not considered revenues from contracts with customers. Alternative revenue programs in certain jurisdictions include regulatory mechanisms that periodically adjust for over or under collection of related revenues.



FINANCIAL STATEMENTS	REVENUE



	Nine Months Ended September 30, 2019
			Duke				Duke		Duke		Duke			Duke
(in millions)	Duke		Energy		Progress		Energy		Energy		Energy			Energy
By market or type of customer	Energy		Carolinas		Energy		Progress		Florida		Ohio			Indiana		Piedmont
Electric Utilities and Infrastructure
Residential	$	7,597	$	2,331	$	3,879	$	1,657	$	2,222	$	563		$	825	$	—
General	4,896		1,714		2,225		1,044		1,181		335			619		—
Industrial	2,339		927		708		514		194		109			595		—
Wholesale	1,685		341		1,133		992		141		36			176		—
Other revenues	557		222		389		239		150		59			66		—
Total Electric Utilities and Infrastructure revenue from contracts with customers	$	17,074	$	5,535	$	8,334	$	4,446	$	3,888	$	1,102		$	2,281	$	—

Gas Utilities and Infrastructure
Residential	$	673	$	—	$	—	$	—	$	—	$	229		$	—	$	443
Commercial	359		—		—		—		—		96			—		263
Industrial	103		—		—		—		—		14			—		91
Power Generation	—		—		—		—		—		—			—		39
Other revenues	101		—		—		—		—		13			—		88
Total Gas Utilities and Infrastructure revenue from contracts with customers	$	1,236	$	—	$	—	$	—	$	—	$	352		$	—	$	924

Commercial Renewables
Revenue from contracts with customers	$	157	$	—	$	—	$	—	$	—	$	—		$	—	$	—

Other
Revenue from contracts with customers	$	18	$	—	$	—	$	—	$	—	$	—		$	—	$	—
Total Revenue from contracts with customers	$	18,485	$	5,535	$	8,334	$	4,446	$	3,888	$	1,454		$	2,281	$	924

Other revenue sources^(a)	$	491	$	84	$	224	$	113	$	99	$	(1	)	$	8	$	32
Total revenues	$	18,976	$	5,619	$	8,558	$	4,559	$	3,987	$	1,453		$	2,289	$	956


(a)	Other revenue sources include revenues from leases, derivatives and alternative revenue programs that are not considered revenues from contracts with customers. Alternative revenue programs in certain jurisdictions include regulatory mechanisms that periodically adjust for over or under collection of related revenues.



FINANCIAL STATEMENTS	REVENUE



	Nine Months Ended September 30, 2018
			Duke				Duke		Duke		Duke		Duke
(in millions)	Duke		Energy		Progress		Energy		Energy		Energy		Energy
By market or type of customer	Energy		Carolinas		Energy		Progress		Florida		Ohio		Indiana		Piedmont
Electric Utilities and Infrastructure
Residential	$	7,264	$	2,263	$	3,636	$	1,540	$	2,096	$	564	$	802	$	—
General	4,619		1,608		2,109		972		1,137		318		584		—
Industrial	2,235		893		678		481		197		96		567		—
Wholesale	1,737		366		1,140		1,019		121		5		226		—
Other revenues	558		261		359		222		137		57		66		—
Total Electric Utilities and Infrastructure revenue from contracts with customers	$	16,413	$	5,391	$	7,922	$	4,234	$	3,688	$	1,040	$	2,245	$	—

Gas Utilities and Infrastructure
Residential	$	682	$	—	$	—	$	—	$	—	$	236	$	—	$	446
Commercial	354		—		—		—		—		97		—		257
Industrial	107		—		—		—		—		13		—		93
Power Generation	—		—		—		—		—		—		—		40
Other revenues	101		—		—		—		—		13		—		88
Total Gas Utilities and Infrastructure revenue from contracts with customers	$	1,244	$	—	$	—	$	—	$	—	$	359	$	—	$	924

Commercial Renewables
Revenue from contracts with customers	$	141	$	—	$	—	$	—	$	—	$	—	$	—	$	—

Other
Revenue from contracts with customers	$	47	$	—	$	—	$	—	$	—	$	36	$	—	$	—
Total Revenue from contracts with customers	$	17,845	$	5,391	$	7,922	$	4,234	$	3,688	$	1,435	$	2,245	$	924

Other revenue sources^(a)	$	561	$	134	$	197	$	99	$	92	$	17	$	43	$	16
Total revenues	$	18,406	$	5,525	$	8,119	$	4,333	$	3,780	$	1,452	$	2,288	$	940


(a)	Other revenue sources include revenues from leases, derivatives and alternative revenue programs that are not considered revenues from contracts with customers. Alternative revenue programs in certain jurisdictions include regulatory mechanisms that periodically adjust for over or under collection of related revenues.

UNBILLED REVENUE

Unbilled revenues are recognized by applying customer billing rates to the estimated volumes of energy or natural gas delivered but not yet billed. Unbilled revenues can vary significantly from period to period as a result of seasonality, weather, customer usage patterns, customer mix, average price in effect for customer classes, timing of rendering customer bills and meter reading schedules, and the impact of weather normalization or margin decoupling mechanisms.

Unbilled revenues are included within Receivables and Receivables of VIEs on the Condensed Consolidated Balance Sheets as shown in the following table.



(in millions)	September 30, 2019		December 31, 2018
Duke Energy	$	831	$	896
Duke Energy Carolinas	312		313
Progress Energy	265		244
Duke Energy Progress	141		148
Duke Energy Florida	124		96
Duke Energy Ohio	2		2
Duke Energy Indiana	19		23
Piedmont	2		73

(in millions) March 31, 2019
December 31, 2018
Duke Energy $ 733
$ 896
Duke Energy Carolinas 281
313
Progress Energy 193
244
Duke Energy Progress 108
148
Duke Energy Florida 85
96
Duke Energy Ohio 1
2
Duke Energy Indiana 18
23
Piedmont 38
73



FINANCIAL STATEMENTS	REVENUE

Additionally, Duke Energy Ohio and Duke Energy Indiana sell, on a revolving basis, nearly all of their retail accounts receivable, including receivables for unbilled revenues, to an affiliate, CRC, and account for the transfers of receivables as sales. Accordingly, the receivables sold are not reflected on the Condensed Consolidated Balance Sheets of Duke Energy Ohio and Duke Energy Indiana. See Note 13 for further information. These receivables for unbilled revenues are shown in the table below.



(in millions)	September 30, 2019		December 31, 2018
Duke Energy Ohio	$	74	$	86
Duke Energy Indiana	124		128

(in millions) March 31, 2019
December 31, 2018
Duke Energy Ohio $ 62
$ 86
Duke Energy Indiana 109
128

15. STOCKHOLDERS' EQUITY

Basic EPS is computed by dividing net income attributable to Duke Energy common stockholders, as adjusted for distributed and undistributed earnings allocated to participating securities, by the weighted average number of common shares outstanding during the period. Diluted EPS is computed by dividing net income attributable to Duke Energy common stockholders, as adjusted for distributed and undistributed earnings allocated to participating securities, by the diluted weighted average number of common shares outstanding during the period. Diluted EPS reflects the potential dilution that could occur if securities or other agreements to issue common stock, such as stock options and equity forward sale agreements, were exercised or settled. Duke Energy’s participating securities are restricted stock units that are entitled to dividends declared on Duke Energy common stock during the restricted stock unit’s vesting periods. Dividends declared on preferred stock are recorded on the income statement as a reduction of net income to arrive at net income attributable to Duke Energy common stockholders. Dividends accumulated on preferred stock are a reduction to net income used in the calculation of basic and diluted EPS.

The following table presents Duke Energy’s basic and diluted EPS calculations, the weighted average number of common shares outstanding and common and preferred share dividends declared.


	Three Months Ended March 31,				Three Months Ended September 30,				Nine Months Ended September 30,
(in millions, except per-share amounts)	2019		2018		2019		2018		2019		2018
Income from continuing operations attributable to Duke Energy common stockholders excluding impact of participating securities	$	898	$	619	$	1,324	$	1,077	$	3,041	$	2,199
Weighted average shares outstanding – basic and diluted	727		701
Earnings per share from continuing operations attributable to Duke Energy common stockholders
Basic and Diluted	$	1.24	$	0.88

Weighted average common shares outstanding – basic					729		713		728		705
Equity Forwards					—		1		—		1
Weighted average common shares outstanding – diluted					729		714		728		706
EPS from continuing operations attributable to Duke Energy common stockholders
Basic					$	1.82	$	1.51	$	4.18	$	3.12
Diluted					$	1.82	$	1.51	$	4.18	$	3.11
Potentially dilutive items excluded from the calculation^(a)	2		2		2		2		2		2
Dividends declared per common share	$	0.9275	$	0.89	$	0.945	$	0.9275	$	2.800	$	2.7075
Dividends declared on Series A preferred stock per depositary share					$	0.359	$	—	$	0.667	$	—


(a)	Performance stock awards were not included in the dilutive securities calculation because the performance measures related to the awards had not been met.

Common Stock

On February 20, 2018, Duke Energy filed a prospectus supplement and executed an EDA under which it may sell up to $1 billion of its common stock through an ATM offering program, including an equity forward sales component. The EDA was entered into with the Agents. Under the terms of the EDA, Duke Energy ~~may~~was allowed to issue and sell, through any of the Agents, shares of common ~~stock through~~stock. The existing ATM offering program expired on September 23, 2019. Duke Energy expects to reestablish an ATM offering program during November 2019.

In June 2018, Duke Energy marketed two separate tranches, each for 1.3 million shares, of common stock through equity forward transactions under the ATM program. In December 2018, Duke Energy physically settled these equity forwards by delivering 2.6 million shares of common stock in exchange for net proceeds of approximately $195 million.

Separately, in March 2018, Duke Energy marketed an equity offering of 21.3 million shares of common stock through an Underwriting Agreement. In connection with the offering, Duke Energy entered into equity forward sale agreements. The equity forwards required Duke Energy to either physically settle the transactions by issuing 21.3 million shares in exchange for net proceeds at the then-applicable forward sale price specified by the agreements, or net settle in whole or in part through the delivery or receipt of cash or shares. In June 2018, Duke Energy physically settled one-half of the equity forwards by delivering approximately 10.6 million shares of common stock in exchange for net cash proceeds of approximately $781 million. In December 2018, Duke Energy physically settled the remaining equity forward by delivering 10.6 million shares of common stock in exchange for net cash proceeds of approximately $766 million.



FINANCIAL STATEMENTS	STOCKHOLDERS' EQUITY

In 2018, Duke Energy also issued 2.2 million shares through its DRIP with an increase in additional paid-in capital of approximately $174 million. For the nine months ended September 30, 2019, Duke Energy issued 1.4 million shares through its DRIP with an increase in additional paid-in capital of approximately $120 million.

In March and April 2019, Duke Energy marketed two separate tranches, each for 1.1 million shares, of common stock through equity forward transactions under the ATM program. The first tranche had an initial forward price of $89.83 per share and the second tranche had an initial forward price of $88.82 per share. In May and June 2019, a third tranche of 1.6 million shares of common stock was marketed and had an initial forward price of $86.23. The equity forwards require Duke Energy to either physically settle the transaction by issuing shares in exchange for net proceeds at the then-applicable forward sale price specified by the agreements or net settle in whole or in part through the delivery or receipt of cash or shares. The settlement alternative is at Duke Energy's election. No amounts have or will be recorded in Duke Energy's Condensed Consolidated Financial Statements with respect to these ATM offerings until settlements of the equity forwards occur, which is expected by December 31, 2019. The initial forward sale price will be subject to adjustment ~~on a daily basis~~ based on a floating interest rate factor and ~~will decrease by~~ other fixed amounts specified in the relevant forward sale agreements. Until settlement of the equity forwards, ~~earnings per share~~EPS dilution resulting from the agreements, if any, will be determined under the treasury stock method.



~~FINANCIAL STATEMENTS~~	~~STOCKHOLDERS' EQUITY~~

Preferred Stock

On March 29, 2019, Duke Energy completed the issuance of 40 million depositary shares, each representing 1/1,000th share of its Series A Cumulative Redeemable Perpetual Preferred Stock, at a price of $25 per depositary share. The transaction resulted in net proceeds of ~~$974~~$973 million after issuance costs ~~and the~~with proceeds ~~are being~~ used for general corporate purposes and to reduce short-term debt. The preferred stock has a $25 liquidation preference per depositary share and earns dividends on a cumulative basis at a rate of ~~5.75 percent~~5.75% per annum. Dividends are payable quarterly in arrears on the 16th day of March, June, September and December, ~~beginning~~and began on June 16, 2019. Dividends issued on its preferred stock are subject to approval by the Duke Energy Board of Directors. However, the deferral of dividend payments on the preferred stock prohibits the declaration of common stock dividends. Dividends declared on preferred stock will be recorded on the income statement as a reduction of net income to arrive at net income attributable to Duke Energy common stockholders. Dividends accumulated on preferred stock will be a reduction to net income used in the calculation of basic and diluted EPS.

The Series A Preferred Stock ~~ranks, with respect to dividends and distributions upon liquidation or dissolution:~~

senior to Common Stock and to each other class or series of capital stock established after the original issue date of the Series A Preferred Stock that is expressly made subordinated to the Series A Preferred Stock;

on a parity with any class or series of capital stock established after the original issue date of the Series A Preferred Stock that is not expressly made senior or subordinated to the Series A Preferred Stock;

~~junior to any class or series of capital stock established after the original issue date of the Series A Preferred Stock that is expressly made senior to the Series A Preferred Stock;~~

junior to all of existing and future indebtedness (including indebtedness outstanding under Duke Energy's credit facilities, unsecured senior notes, junior subordinated debentures and commercial paper) and other liabilities with respect to assets available to satisfy claims against Duke Energy; and

~~structurally subordinated to existing and future indebtedness and other liabilities of Duke Energy's subsidiaries and future preferred stock of subsidiaries.~~

~~The preferred stock~~ has no maturity or mandatory redemption date, is not redeemable at the option of the holders and includes separate call options. The first call option allows Duke Energy to call the ~~preferred stock~~Series A Preferred Stock at a redemption price of $25.50 per depositary share prior to June 15, 2024, in whole but not in part, at any time within 120 days after a ratings event where a rating agency amends, clarifies or changes the criteria it uses to assign equity credit for securities such as the preferred stock. The second call option allows Duke Energy to call the preferred stock, in whole or in part, at any time, on or after June 15, 2024, at a redemption price of $25 per depositary share. Duke Energy is also required to redeem all accumulated and unpaid dividends if either call option is exercised.

~~Holders~~On September 12, 2019, Duke Energy completed the issuance of 1 million shares of its Series B Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Stock, at a price of $1,000 per share. The transaction resulted in net proceeds of $990 million after issuance costs with proceeds being used to pay down short-term debt, repay at maturity $500 million senior notes due September 2019 and for general corporate purposes. The preferred stock has a $1,000 liquidation preference per share and earns dividends on a cumulative basis at an initial rate of 4.875% per annum. Dividends are payable semiannual in arrears on the 16th day of March and September, beginning on March 16, 2020. On September 16, 2024, the First Call Date, and any fifth anniversary of the First Call Date (each a Reset Date),the dividend rate will reset based on the then current five-year U.S. treasury rate plus a spread of 3.388%.

The Series B Preferred Stock has no maturity or mandatory redemption date, is not redeemable at the option of the holders and includes separate call options. The first call option allows Duke Energy to call the Series B Preferred Stock at a redemption price of $1,020 per share, in whole but not in part, at any time within 120 days after a ratings event. The second call option allows Duke Energy to call the preferred stock, in whole or in part, on the First Call Date or any subsequent Reset Date at a redemption price in cash equal to $1,000 per share. Duke Energy is also required to redeem all accumulated and unpaid dividends if either call option is exercised.

Dividends issued on its Series A and Series B Preferred Stock are subject to approval by the Duke Energy Board of Directors. However, the deferral of dividend payments on the preferred stock prohibits the declaration of common stock dividends.

The Series A and Series B Preferred Stock rank, with respect to dividends and distributions upon liquidation or dissolution:

senior to Common Stock and to each other class or series of capital stock established after the original issue date of the Series A and Series B Preferred Stock that is expressly made subordinated to the Series A and Series B Preferred Stock;

on a parity with any class or series of capital stock established after the original issue date of the Series A and Series B Preferred Stock that is not expressly made senior or subordinated to the Series A or Series B Preferred Stock;

junior to any class or series of capital stock established after the original issue date of the Series A and Series B Preferred Stock that is expressly made senior to the Series A or Series B Preferred Stock;

structurally subordinated to existing and future indebtedness and other liabilities of Duke Energy's subsidiaries and future preferred stock of subsidiaries.



FINANCIAL STATEMENTS	STOCKHOLDERS' EQUITY

Holders of Series A and Series B Preferred Stock have no voting rights with respect to matters that generally require the approval of voting stockholders. The limited voting rights of holders of ~~preferred stock~~Series A or Series B Preferred Stock include the right to vote as a single class, respectively, on certain matters that may affect the preference or special rights of the preferred stock, except in the instance that Duke Energy elects to defer the payment of dividends for a total of six quarterly full dividend ~~periods.~~periods for Series A Preferred Stock or three semiannual full dividend periods for Series B Preferred Stock. If dividends are deferred for a cumulative total of six quarterly full dividend periods for Series A Preferred Stock or three semiannual full dividend periods for Series B Preferred Stock, whether or not for consecutive dividend periods, holders of the respective preferred stock have the right to ~~nominate~~elect two additional Board members to the Duke Energy Board of Directors.

16. EMPLOYEE BENEFIT PLANS

DEFINED BENEFIT RETIREMENT PLANS

Duke Energy and certain subsidiaries maintain, and the Subsidiary Registrants participate in, qualified and non-qualified, non-contributory defined benefit retirement plans. Duke Energy's policy is to fund amounts on an actuarial basis to provide assets sufficient to meet benefit payments to be paid to plan participants.

The following table includes information related to the Duke Energy Registrants' contributions to its qualified defined benefit pension plans.



	Nine Months Ended September 30, 2019
			Duke				Duke		Duke		Duke		Duke
	Duke		Energy		Progress		Energy		Energy		Energy		Energy
(in millions)	Energy		Carolinas		Energy		Progress		Florida		Ohio		Indiana		Piedmont
Contributions made	$	77	$	7	$	57	$	4	$	53	$	2	$	2	$	1

Duke Energy uses a December 31 measurement date for its qualified non-contributory defined benefit retirement plan assets and obligations. However, because Duke Energy believed it was probable in 2019 that total lump-sum benefit payments would exceed the settlement threshold, which is defined as the sum of the service cost and interest cost on projected benefit obligation components of net periodic pension costs, Duke Energy remeasured the plan assets and plan obligations associated with one of its qualified pension plans as of June 30, 2019, and September 30, 2019, (total lump-sum benefit payments exceeded the settlement threshold as of September 30, 2019). The discount rate used for the remeasurements was 3.5% and 3.2% as of June 30, 2019, and September 30, 2019, respectively. The cash balance interest crediting rate was 4.0% as of June 30, 2019, and September 30, 2019. All other assumptions used for the June 30, 2019, and September 30, 2019, remeasurements were consistent with the measurement as of December 31, 2018.

As a result of the June 30, 2019, remeasurement, Duke Energy recognized a remeasurement gain of $18 million, which was recorded in Other within Other Noncurrent Assets on the Condensed Consolidated Balance Sheets as of June 30, 2019. The remeasurement gain, which represents an increase in funded status, reflects an increase of $275 million in the fair value of plan assets and an increase of $257 million in the projected benefit obligation. As a result of the September 30, 2019, remeasurement, Duke Energy recognized a remeasurement loss of $136 million, which was recorded in Other within Other Noncurrent Assets on the Condensed Consolidated Balance Sheets as of September 30, 2019. The remeasurement loss, which represents a decrease in funded status, reflects a decrease of $10 million in the fair value of plan assets and an increase of $126 million in the projected benefit obligation.

As the result of settlement accounting, Duke Energy recognized settlement charges of $69 million and $16 million, primarily as a regulatory asset within Other Noncurrent Assets on the Condensed Consolidated Balance Sheets as of June 30, 2019, and September 30, 2019, respectively (an immaterial amount was recorded in Other income and expenses, net within the Condensed Consolidated Statement of Operations). Settlement charges recognized by the Subsidiary Registrants as of June 30, 2019, were $43 million for Duke Energy Carolinas, $16 million for Duke Energy Progress, $3 million for Duke Energy Florida, $3 million for Duke Energy Indiana, $1 million for Duke Energy Ohio and $3 million for Piedmont. Settlement charges recognized by the Subsidiary Registrants as of September 30, 2019 were $6 million for Duke Energy Carolinas, $3 million for Duke Energy Progress, $2 million for Duke Energy Florida, $1 million for Duke Energy Indiana and $3 million for Piedmont. The settlement charges reflect the recognition of a pro-rata portion of previously unrecognized actuarial losses, equal to the percentage of reduction in the projected benefit obligation resulting from total lump-sum benefits payments as of September 30, 2019.



FINANCIAL STATEMENTS	EMPLOYEE BENEFIT PLANS

QUALIFIED PENSION PLANS

The following tables include the components of net periodic pension costs for qualified pension plans.


	Three Months Ended March 31, 2019																								Three Months Ended September 30, 2019
				Duke						Duke			Duke			Duke			Duke									Duke						Duke			Duke			Duke			Duke
	Duke			Energy			Progress			Energy			Energy			Energy			Energy						Duke			Energy			Progress			Energy			Energy			Energy			Energy
(in millions)	Energy			Carolinas			Energy			Progress			Florida			Ohio			Indiana			Piedmont			Energy			Carolinas			Energy			Progress			Florida			Ohio			Indiana			Piedmont
Service cost	$	37		$	12		$	11		$	6		$	4		$	1		$	2		$	1		$	42		$	13		$	13		$	7		$	5		$	1		$	2		$	1
Interest cost on projected benefit obligation	83			20			26			12			14			5			6			3			77			17			24			10			14			5			6			2
Expected return on plan assets	(143		)	(38		)	(44		)	(23		)	(22		)	(8		)	(11		)	(5		)	(140		)	(36		)	(45		)	(22		)	(22		)	(7		)	(11		)	(5		)
Amortization of actuarial loss	24			6			9			3			6			1			2			2			28			6			10			4			6			2			3			2
Amortization of prior service credit	(8		)	(2		)	(1		)	—			—			—			—			(3		)	(8		)	(2		)	(1		)	—			—			—			—			(2		)
Net periodic pension costs	$	(7	)	$	(2	)	$	1		$	(2	)	$	2		$	(1	)	$	(1	)	$	(2	)	$	(1	)	$	(2	)	$	1		$	(1	)	$	3		$	1		$	—		$	(2	)


	Three Months Ended March 31, 2018																								Three Months Ended September 30, 2018
				Duke						Duke			Duke			Duke			Duke									Duke						Duke			Duke			Duke			Duke
	Duke			Energy			Progress			Energy			Energy			Energy			Energy						Duke			Energy			Progress			Energy			Energy			Energy			Energy
(in millions)	Energy			Carolinas			Energy			Progress			Florida			Ohio			Indiana			Piedmont			Energy			Carolinas			Energy			Progress			Florida			Ohio			Indiana			Piedmont
Service cost	$	45		$	15		$	13		$	7		$	5		$	1		$	2		$	2		$	47		$	15		$	13		$	7		$	5		$	2		$	2		$	2
Interest cost on projected benefit obligation	75			18			24			11			13			5			6			3			74			18			24			10			13			4			6			3
Expected return on plan assets	(140		)	(37		)	(45		)	(21		)	(23		)	(7		)	(10		)	(6		)	(140		)	(37		)	(45		)	(21		)	(23		)	(7		)	(10		)	(6		)
Amortization of actuarial loss	33			7			11			5			6			1			2			3			33			7			11			6			6			1			2			3
Amortization of prior service credit	(8		)	(2		)	(1		)	—			—			—			—			(3		)	(8		)	(2		)	(1		)	—			—			—			—			(3		)
Net periodic pension costs	$	5		$	1		$	2		$	2		$	1		$	—		$	—		$	(1	)	$	6		$	1		$	2		$	2		$	1		$	—		$	—		$	(1	)



Commission file number	Registrant, State of Incorporation or Organization, Address of Principal Executive Offices and Telephone Number	IRS Employer Identification ~~No.~~Number

1-32853	DUKE ENERGY CORPORATION ~~(a Delaware corporation)~~ ~~550 South Tryon Street~~ ~~Charlotte, North Carolina 28202-1803~~ ~~704-382-3853~~	20-2777218



~~Commission file number~~	~~Registrant, State of Incorporation or Organization, Address of Principal Executive Offices, Telephone Number and IRS Employer Identification Number~~	~~Commission file number~~	~~Registrant, State of Incorporation or Organization, Address of Principal Executive Offices, Telephone Number and IRS Employer Identification Number~~
1-4928	DUKE ENERGY CAROLINAS, LLC ~~(a North Carolina limited liability company)~~ ~~526 South Church Street~~ ~~Charlotte, North Carolina 28202-1803~~ ~~704-382-3853~~ ~~56-0205520~~	56-0205520


	~~1-3274~~
1-15929	PROGRESS ENERGY, INC.	56-2155481


~~1-15929~~
1-1232	~~PROGRESS ENERGY, INC.~~ ~~(a North Carolina corporation)~~ ~~410 South Wilmington Street~~ ~~Raleigh, North Carolina 27601-1748~~ ~~704-382-3853~~ ~~56-2155481~~	~~1-1232~~	DUKE ENERGY OHIO, INC.	31-0240030


~~1-3382~~
1-3543	~~DUKE ENERGY PROGRESS, LLC~~ ~~(a North Carolina limited liability company)~~ ~~410 South Wilmington Street~~ ~~Raleigh, North Carolina 27601-1748~~ ~~704-382-3853~~ ~~56-0165465~~	~~1-3543~~	DUKE ENERGY INDIANA, LLC	35-0594457



ý☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



¨☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


Registrant	Title of each classTrading symbolswhich registered


Duke Energy	Common Stock, $0.001 par valueDUKNew York Stock Exchange LLC


Duke Energy	5.125% Junior Subordinated Debentures due DUKHNew York Stock Exchange LLC


Duke Energy	5.625% Junior Subordinated Debentures due DUKBNew York Stock Exchange LLC


Duke Energy	Depositary Shares, each representing a 1/1,000th DUK PR ANew York Stock Exchange LLC



Duke Energy Corporation (Duke Energy)	Yesx	☒	No¨	☐	Duke Energy Florida, LLC (Duke Energy Florida)	Yesx	☒	No¨	☐
Duke Energy Carolinas, LLC (Duke Energy Carolinas)	Yesx	☒	No¨	☐	Duke Energy Ohio, Inc. (Duke Energy Ohio)	Yesx	☒	No¨	☐
Progress Energy, Inc. (Progress Energy)	Yesx	☒	No¨	☐	Duke Energy Indiana, LLC (Duke Energy Indiana)	Yesx	☒	No¨	☐
Duke Energy Progress, LLC (Duke Energy Progress)	Yesx	☒	No¨	☐	Piedmont Natural Gas Company, Inc. (Piedmont)	Yesx	☒	No¨	☐



Duke Energy	Large accelerated filerx	☒	Accelerated filer¨	☐	Non-accelerated filer¨	☐	Smaller reporting company¨	☐	Emerging growth company¨	☐
Duke Energy Carolinas	Large accelerated filer¨	☐	Accelerated filer¨	☐	Non-accelerated filerx	☒	Smaller reporting company¨	☐	Emerging growth company¨	☐
Progress Energy	Large accelerated filer¨	☐	Accelerated filer¨	☐	Non-accelerated filerx	☒	Smaller reporting company¨	☐	Emerging growth company¨	☐
Duke Energy Progress	Large accelerated filer¨	☐	Accelerated filer¨	☐	Non-accelerated filerx	☒	Smaller reporting company¨	☐	Emerging growth company¨	☐
Duke Energy Florida	Large accelerated filer¨	☐	Accelerated filer¨	☐	Non-accelerated filerx	☒	Smaller reporting company¨	☐	Emerging growth company¨	☐
Duke Energy Ohio	Large accelerated filer¨	☐	Accelerated filer¨	☐	Non-accelerated filerx	☒	Smaller reporting company¨	☐	Emerging growth company¨	☐
Duke Energy Indiana	Large accelerated filer¨	☐	Accelerated filer¨	☐	Non-accelerated filerx	☒	Smaller reporting company¨	☐	Emerging growth company¨	☐
Piedmont	Large accelerated filer¨	☐	Accelerated filer¨	☐	Non-accelerated filerx	☒	Smaller reporting company¨	☐	Emerging growth company¨	☐



Duke Energy	Yes¨	☐	Nox	☒	Duke Energy Florida	Yes¨	☐	Nox	☒
Duke Energy Carolinas	Yes¨	☐	Nox	☒	Duke Energy Ohio	Yes¨	☐	Nox	☒
Progress Energy	Yes¨	☐	Nox	☒	Duke Energy Indiana	Yes¨	☐	Nox	☒
Duke Energy Progress	Yes¨	☐	Nox	☒	Piedmont	Yes¨	☐	Nox	☒



1-3274	DUKE ENERGY FLORIDA, LLC	59-0247770



1-6196	PIEDMONT NATURAL GAS COMPANY, INC.	56-0556998



~~SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:~~
~~Registrant~~	~~Title of each class~~	~~Trading Symbol(s)~~	~~Name of each exchange on which registered~~
~~Duke Energy~~	~~Common Stock, $0.001 par value~~	~~DUK~~	~~New York Stock Exchange LLC~~
~~Duke Energy~~	~~5.125% Junior Subordinated Debentures due January 15, 2073~~	~~DUKH~~	~~New York Stock Exchange LLC~~
~~Duke Energy~~	~~5.625% Junior Subordinated Debentures due September 15, 2078~~	~~DUKB~~	~~New York Stock Exchange LLC~~
~~Duke Energy~~	~~Depositary Shares, each representing a 1/1,000th interest in a share of 5.75% Series A Cumulative Redeemable Perpetual Preferred Stock, par value $0.001 per share~~	~~DUK PR A~~	~~New York Stock Exchange LLC~~



Registrant	Description	Shares
Duke Energy	Common stock, $0.001 par value	~~728,046,950~~729,032,868



											Accumulated Other Comprehensive
											(Loss) Income
														Net Unrealized						Total
											Net Gains			(Losses) Gains						Duke Energy
			Common			Additional					(Losses) on			on Available-			Pension and			Corporation
	Preferred		Stock	Common		Paid-in		Retained			Cash Flow			for-Sale-			OPEB			Stockholders'			Noncontrolling			Total
(in millions)	Stock		Shares	Stock		Capital		Earnings			Hedges			Securities			Adjustments			Equity			Interests			Equity
Balance at December 31, 2017	$	—	700	$	1	$	38,792	$	3,013		$	(10	)	$	12		$	(69	)	$	41,739		$	(2	)	$	41,737
Net income	—		—	—		—		620			—			—			—			620			2			622
Other comprehensive income (loss)	—		—	—		—		—			13			(3		)	1			11			—			11
Common stock issuances, including dividend reinvestment and employee benefits	—		1	—		47		—			—			—			—			47			—			47
Common stock dividends	—		—	—		—		(625		)	—			—			—			(625		)	—			(625		)
Distributions to noncontrolling interest in subsidiaries	—		—	—		—		—			—			—			—			—			(1		)	(1		)
Other^(a)	—		—	—		—		13			—			(13		)	—			—			7			7
Balance at March 31, 2018	$	—	701	$	1	$	38,839	$	3,021		$	3		$	(4	)	$	(68	)	$	41,792		$	6		$	41,798

Balance at December 31, 2018	$	—	727	$	1	$	40,795	$	3,113		$	(14	)	$	(3	)	$	(75	)	$	43,817		$	17		$	43,834
Net income (loss)	—		—	—		—		900			—			—			—			900			(7		)	893
Other comprehensive (loss) income	—		—	—		—		—			(16		)	4			—			(12		)	—			(12		)
Preferred stock issuances, net of issuance costs^(b)	974		—	—		—		—			—			—			—			974			—			974
Common stock issuances, including dividend reinvestment and employee benefits	—		1	—		28		—			—			—			—			28			—			28
Common stock dividends	—		—	—		—		(676		)	—			—			—			(676		)	—			(676		)
Other^(c)	—		—	—		—		23			(6		)	(1		)	(17		)	(1		)	5			4
Balance at March 31, 2019	$	974	728	$	1	$	40,823	$	3,360		$	(36	)	$	—		$	(92	)	$	45,030		$	15		$	45,045



	Three Months Ended September 30, 2018 and 2019
												Accumulated Other Comprehensive
												(Loss) Income
															Net Unrealized						Total
												Net Gains			(Losses) Gains						Duke Energy
			Common			Additional						(Losses) on			on Available-			Pension and			Corporation
	Preferred		Stock	Common		Paid-in			Retained			Cash Flow			for-Sale-			OPEB			Stockholders'			Noncontrolling			Total
(in millions)	Stock		Shares	Stock		Capital			Earnings			Hedges			Securities			Adjustments			Equity			Interests			Equity
Balance at June 30, 2018	$	—	712	$	1	$	39,682		$	2,894		$	2		$	(5	)	$	(67	)	$	42,507		$	8		$	42,515
Net income (loss)	—		—	—		—			1,082			—			—			—			1,082			(16		)	1,066
Other comprehensive income	—		—	—		—			—			3			—			1			4			—			4
Common stock issuances, including dividend reinvestment and employee benefits	—		1	—		65			—			—			—			—			65			—			65
Common stock dividends	—		—	—		—			(663		)	—			—			—			(663		)	—			(663		)
Other	—		—	—		—			—			—			—			—			—			26			26
Balance at September 30, 2018	$	—	713	$	1	$	39,747		$	3,313		$	5		$	(5	)	$	(66	)	$	42,995		$	18		$	43,013

Balance at June 30, 2019	$	973	728	$	1	$	40,885		$	3,502		$	(63	)	$	4		$	(89	)	$	45,213		$	119		$	45,332
Net income (loss)	—		—	—		—			1,327			—			—			—			1,327			(19		)	1,308
Other comprehensive (loss) income	—		—	—		—			—			(15		)	2			(2		)	(15		)	—			(15		)
Preferred stock, Series B, issuances, net of issuance costs^(c)	990		—	—		—			—			—			—			—			990			—			990
Common stock issuances, including dividend reinvestment and employee benefits	—		1	—		69			—			—			—			—			69			—			69
Common stock dividends	—		—	—		—			(690		)	—			—			—			(690		)	—			(690		)
Sale of noncontrolling interest^(d)	—		—	—		(465		)	—			10			—			—			(455		)	863			408
Contribution from noncontrolling interest in subsidiaries^(e)	—		—	—		—			—			—			—			—			—			7			7
Other	—		—	—		(1		)	—			—			—			—			(1		)	(1		)	(2		)
Balance at September 30, 2019	$	1,963	729	$	1	$	40,488		$	4,139		$	(68	)	$	6		$	(91	)	$	46,438		$	969		$	47,407



	Nine Months Ended September 30, 2018 and 2019
												Accumulated Other Comprehensive
												(Loss) Income
															Net Unrealized						Total
												Net Gains			(Losses) Gains						Duke Energy
			Common			Additional						(Losses) on			on Available-			Pension and			Corporation
	Preferred		Stock	Common		Paid-in			Retained			Cash Flow			for-Sale-			OPEB			Stockholders'			Noncontrolling			Total
(in millions)	Stock		Shares	Stock		Capital			Earnings			Hedges			Securities			Adjustments			Equity			Interests			Equity
Balance at December 31, 2017	$	—	700	$	1	$	38,792		$	3,013		$	(10	)	$	12		$	(69	)	$	41,739		$	(2	)	$	41,737
Net income (loss)	—		—	—		—			2,202			—			—			—			2,202			(12		)	2,190
Other comprehensive income (loss)	—		—	—		—			—			15			(5		)	3			13			—			13
Common stock issuances, including dividend reinvestment and employee benefits	—		13	—		955			—			—			—			—			955			—			955
Common stock dividends	—		—	—		—			(1,914		)	—			—			—			(1,914		)	—			(1,914		)
Distributions to noncontrolling interest in subsidiaries	—		—	—		—			—			—			—			—			—			(1		)	(1		)
Other^(a)	—		—	—		—			12			—			(12		)	—			—			33			33
Balance at September 30, 2018	$	—	713	$	1	$	39,747		$	3,313		$	5		$	(5	)	$	(66	)	$	42,995		$	18		$	43,013

Balance at December 31, 2018	$	—	727	$	1	$	40,795		$	3,113		$	(14	)	$	(3	)	$	(75	)	$	43,817		$	17		$	43,834
Net income (loss)	—		—	—		—			3,047			—			—			—			3,047			(110		)	2,937
Other comprehensive (loss) income	—		—	—		—			—			(58		)	10			1			(47		)	—			(47		)
Preferred stock, Series A, issuances, net of issuance costs^(b)	973		—	—		—			—			—			—			—			973			—			973
Preferred stock, Series B, issuances, net of issuance costs^(c)	990		—	—		—			—			—			—			—			990			—			990
Common stock issuances, including dividend reinvestment and employee benefits	—		2	—		158			—			—			—			—			158			—			158
Common stock dividends	—		—	—		—			(2,044		)	—			—			—			(2,044		)	—			(2,044		)
Sale of noncontrolling interest^(d)	—		—	—		(465		)	—			10			—			—			(455		)	863			408
Contributions from noncontrolling interest in subsidiaries^(e)	—		—	—		—			—			—			—			—			—			200			200
Distributions to noncontrolling interest in subsidiaries	—		—	—		—			—			—			—			—			—			(1		)	(1		)
Other^(f)	—		—	—		—			23			(6		)	(1		)	(17		)	(1		)	—			(1		)
Balance at September 30, 2019	$	1,963	729	$	1	$	40,488		$	4,139		$	(68	)	$	6		$	(91	)	$	46,438		$	969		$	47,407


(a)	Amounts in Retained Earnings and Accumulated Other Comprehensive (Loss) Income represent a cumulative-effect adjustment due to implementation of a new accounting standard related to Financial Instruments Classification and Measurement.


(b)	Duke Energy issued 40 million depositary shares of preferred stock, series A, in the first quarter of 2019.


(c)	Duke Energy issued 1 million shares of preferred stock, series B, in the third quarter of 2019.


(e)	Relates to tax equity financing activity in the Commercial Renewables segment. See Note 1 for additional discussion.


										Three Months Ended September 30, 2018 and 2019
													Accumulated Other
													Comprehensive
													Loss
										Member's			Net Income (Losses) on			Total
(in millions)										Equity			Cash Flow Hedges			Equity
Balance at June 30, 2018										$	11,308		$	(6	)	$	11,302
Net income										496			—			496
Distributions to parent										(250		)	—			(250		)
Balance at September 30, 2018										$	11,554		$	(6	)	$	11,548

Balance at June 30, 2019										$	12,283		$	(7	)	$	12,276
Net income										590			—			590
Distributions to parent										(275		)	—			(275		)
Balance at September 30, 2019										$	12,598		$	(7	)	$	12,591

				Accumulated Other						Nine Months Ended September 30, 2018 and 2019
				Comprehensive									Accumulated Other
				Loss									Comprehensive
				Net Losses on									Loss
	Member's			Cash Flow			Total			Member's			Net Income (Losses) on			Total
(in millions)	Equity			Hedges			Equity			Equity			Cash Flow Hedges			Equity
Balance at December 31, 2017	$	11,368		$	(7	)	$	11,361		$	11,368		$	(7	)	$	11,361
Net income	323			—			323			936			—			936
Other comprehensive income	—			1			1			—			1			1
Distributions to parent	(250		)	—			(250		)	(750		)	—			(750		)
Balance at March 31, 2018	$	11,441		$	(6	)	$	11,435
Balance at September 30, 2018										$	11,554		$	(6	)	$	11,548

Balance at December 31, 2018	$	11,689		$	(6	)	$	11,683		$	11,689		$	(6	)	$	11,683
Net income	293			—			293			1,184			—			1,184
Distributions to parent										(275		)	—			(275		)
Other	—			(1		)	(1		)	—			(1		)	(1		)
Balance at March 31, 2019	$	11,982		$	(7	)	$	11,975
Balance at September 30, 2019										$	12,598		$	(7	)	$	12,591


																								Three Months Ended September 30, 2018 and 2019
						Accumulated Other Comprehensive (Loss) Income																							Accumulated Other Comprehensive (Loss) Income
									Net Unrealized						Total Progress														Net Gains			Net Unrealized						Total Progress
	Additional					Net Losses on			Gains (losses) on			Pension and			Energy, Inc.									Additional					(Losses) on			Gains (Losses) on			Pension and			Energy, Inc.
	Paid-in			Retained		Cash Flow			Available-for-			OPEB			Stockholders'			Noncontrolling			Total			Paid-in		Retained			Cash Flow			Available-for-			OPEB			Stockholders'			Noncontrolling			Total
(in millions)	Capital			Earnings		Hedges			Sale Securities			Adjustments			Equity			Interests			Equity			Capital		Earnings			Hedges			Sale Securities			Adjustments			Equity			Interests			Equity
Balance at June 30, 2018																								$	9,143	$	4,855		$	(15	)	$	(1	)	$	(10	)	$	13,972		$	—		$	13,972
Net income																								—		404			—			—			—			404			2			406
Other comprehensive income																								—		—			2			—			—			2			—			2
Dividends to parent																								—		(250		)	—			—			—			(250		)	—			(250		)
Balance at September 30, 2018																								$	9,143	$	5,009		$	(13	)	$	(1	)	$	(10	)	$	14,128		$	2		$	14,130

Balance at June 30, 2019																								$	9,143	$	5,715		$	(13	)	$	—		$	(8	)	$	14,837		$	2		$	14,839
Net income																								—		521			—			—			—			521			—			521
Other comprehensive income																								—		—			1			1			—			2			—			2
Other																								—		—			—			(1		)	1			—			1			1
Balance at September 30, 2019																								$	9,143	$	6,236		$	(12	)	$	—		$	(7	)	$	15,360		$	3		$	15,363

																								Nine Months Ended September 30, 2018 and 2019
																													Accumulated Other Comprehensive (Loss) Income
																													Net Gains			Net Unrealized						Total Progress
																								Additional					(Losses) on			Gains (Losses) on			Pension and			Energy, Inc.
																								Paid-in		Retained			Cash Flow			Available-for-			OPEB			Stockholders'			Noncontrolling			Total
																								Capital		Earnings			Hedges			Sale Securities			Adjustments			Equity			Interests			Equity
Balance at December 31, 2017	$	9,143		$	4,350	$	(18	)	$	5		$	(12	)	$	13,468		$	(3	)	$	13,465		$	9,143	$	4,350		$	(18	)	$	5		$	(12	)	$	13,468		$	(3	)	$	13,465
Net income	—			235		—			—			—			235			2			237			—		904			—			—			—			904			6			910
Other comprehensive income	—			—		2			—			—			2			—			2
Other comprehensive income (loss)																								—		—			5			(1		)	2			6			—			6
Distributions to noncontrolling interests																								—		—			—			—			—			—			(1		)	(1		)
Dividends to parent																								—		(250		)	—			—			—			(250		)	—			(250		)
Other^(a)	(1		)	6		—			(6		)	—			(1		)	—			(1		)	—		5			—			(5		)	—			—			—			—
Balance at March 31, 2018	$	9,142		$	4,591	$	(16	)	$	(1	)	$	(12	)	$	13,704		$	(1	)	$	13,703
Balance at September 30, 2018																								$	9,143	$	5,009		$	(13	)	$	(1	)	$	(10	)	$	14,128		$	2		$	14,130

Balance at December 31, 2018	$	9,143		$	5,131	$	(12	)	$	(1	)	$	(7	)	$	14,254		$	3		$	14,257		$	9,143	$	5,131		$	(12	)	$	(1	)	$	(7	)	$	14,254		$	3		$	14,257
Net income	—			249		—			—			—			249			(1		)	248			—		1,098			—			—			—			1,098			—			1,098
Other comprehensive income	—			—		2			—			1			3			—			3			—		—			4			2			2			8			—			8
Other^(b)	—			6		(4		)	—			(2		)	—			—			—			—		7			(4		)	(1		)	(2		)	—			—			—
Balance at March 31, 2019	$	9,143		$	5,386	$	(14	)	$	(1	)	$	(8	)	$	14,506		$	2		$	14,508
Balance at September 30, 2019																								$	9,143	$	6,236		$	(12	)	$	—		$	(7	)	$	15,360		$	3		$	15,363


			Three Months Ended
			September 30, 2018 and 2019
			Member's
(in millions)			Equity
Balance at June 30, 2018			$	8,265
Net income			216
Distributions to parent			(175		)
Balance at September 30, 2018			$	8,306

Balance at June 30, 2019			$	8,813
Net income			278
Balance at September 30, 2019			$	9,091

			Nine Months Ended
			September 30, 2018 and 2019
	Member's		Member's
(in millions)	Equity		Equity
Balance at December 31, 2017	$	7,949	$	7,949
Net income	177		532
Balance at March 31, 2018	$	8,126
Distributions to parent			(175		)
Balance at September 30, 2018			$	8,306

Balance at December 31, 2018	$	8,441	$	8,441
Net income	203		650
Balance at March 31, 2019	$	8,644
Balance at September 30, 2019			$	9,091


								Three Months Ended September 30, 2018 and 2019
											Accumulated
											Other
											Comprehensive
											Income (Loss)
											Net Unrealized
											Gains (Losses) on
								Member's			Available-for-Sale			Total
(in millions)								Equity			Securities			Equity
Balance at June 30, 2018								$	5,890		$	(2	)	$	5,888
Net income								243			—			243
Distributions to parent								(75		)	—			(75		)
Balance at September 30, 2018								$	6,058		$	(2	)	$	6,056

Balance at June 30, 2019								$	6,394		$	(1	)	$	6,393
Net income								289			—			289
Other comprehensive income								—			1			1
Balance at September 30, 2019								$	6,683		$	—		$	6,683

								Nine Months Ended September 30, 2018 and 2019
			Accumulated								Accumulated
			Other								Other
			Comprehensive								Comprehensive
			Income (Loss)								Income (Loss)
			Net Unrealized								Net Unrealized
			Gains (Losses) on								Gains (Losses) on
	Member's		Available-for-Sale			Total		Member's			Available-for-Sale			Total
(in millions)	Equity		Securities			Equity		Equity			Securities			Equity
Balance at December 31, 2017	$	5,614	$	4		$	5,618	$	5,614		$	4		$	5,618
Net income	103		—			103		514			—			514
Other comprehensive loss								—			(1		)	(1		)
Distributions to parent								(75		)	—			(75		)
Other^(a)	6		(6		)	—		5			(5		)	—
Balance at March 31, 2018	$	5,723	$	(2	)	$	5,721
Balance at September 30, 2018								$	6,058		$	(2	)	$	6,056

Balance at December 31, 2018	$	6,097	$	(2	)	$	6,095	$	6,097		$	(2	)	$	6,095
Net income	96		—			96		586			—			586
Other comprehensive income	—		1			1		—			2			2
Balance at March 31, 2019	$	6,193	$	(1	)	$	6,192
Balance at September 30, 2019								$	6,683		$	—		$	6,683


(a)	Amounts in Member's Equity and Accumulated Other Comprehensive Income (Loss) represent a cumulative-effect adjustment due to implementation of a new accounting standard related to Financial Instruments Classification and Measurement.


(a)	Represents a non-cash settlement through equity of an intercompany payable from Duke Energy Ohio to its parent.



~~FINANCIAL STATEMENTS~~	~~ORGANIZATION AND BASIS OF PRESENTATION~~



Practical Expedient	Description
Package of transition practical expedients (for leases commenced prior to adoption date and must be adopted as a package)	Do not need to 1) reassess whether any expired or existing contracts are/or contain leases, 2) reassess the lease classification for any expired or existing leases and 3) reassess initial direct costs for any existing leases.
Short-term lease expedient (elect by class of underlying asset)	Elect as an accounting policy to not apply the recognition requirements to short-term leases by asset class.
Lease and non-lease components (elect by class of underlying asset)	Elect as an accounting policy to not separate non-lease components from lease components and instead account for each lease and associated non-lease component as a single lease component by asset class.
Hindsight expedient (when determining lease term)	Elect to use hindsight to determine the lease term.
Existing and expired land easements not previously accounted for as leases	Elect to not evaluate existing or expired easements under the new guidance and carry forward current accounting treatment.
Comparative reporting requirements for initial adoption	Elect to apply transition requirements at adoption date, recognize cumulative effect adjustment to retained earnings in period of adoption and not apply the new requirements to comparative periods, including disclosures.
Lessor expedient (elect by class of underlying asset)	Elect as an accounting policy to aggregate non-lease components with the related lease component when specified conditions are met by asset class. Account for the combined component based on its predominant characteristic (revenue or operating lease).



	Three Months Ended September 30, 2019
	Electric		Gas				Total
	Utilities and		Utilities and		Commercial		Reportable
(in millions)	Infrastructure		Infrastructure		Renewables		Segments		Other			Eliminations			Total
Unaffiliated revenues	$	6,569	$	225	$	138	$	6,932	$	8		$	—		$	6,940
Intersegment revenues	8		24		—		32		17			(49		)	—
Total revenues	$	6,577	$	249	$	138	$	6,964	$	25		$	(49	)	$	6,940
Segment income (loss)^(a)	$	1,385	$	26	$	40	$	1,451	$	(124	)	$	—		$	1,327
Add back noncontrolling interests^(b)															(19		)
Add back preferred stock dividend															15
Net income															$	1,323
Segment assets	$	133,296	$	13,424	$	5,278	$	151,998	$	3,734		$	185		$	155,917


(a)	Electric Utilities and Infrastructure includes a reduction of a prior year impairment at Citrus County CC related to the plant's cost cap. See Note 3 for additional information.


(b)	Includes the allocation of losses to noncontrolling tax equity members. See Note 1 for additional information.