UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)



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

For the quarterly period ended ~~September~~June 30, ~~2017~~2018



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

For the transition period from to

________________________



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

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	1-3274	DUKE ENERGY FLORIDA, LLC (a Florida limited liability company) 299 First Avenue North St. Petersburg, Florida 33701 704-382-3853 59-0247770
1-15929	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. (an Ohio corporation) 139 East Fourth Street Cincinnati, Ohio 45202 704-382-3853 31-0240030
1-3382	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 (an Indiana limited liability company) 1000 East Main Street Plainfield, Indiana 46168 704-382-3853 35-0594457
1-6196	PIEDMONT NATURAL GAS COMPANY, INC. (a North Carolina corporation) 4720 Piedmont Row Drive Charlotte, North Carolina 28210 704-364-3120 56-0556998

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.



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

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).



Duke Energy	Yes x	No ¨	Duke Energy Florida	Yes x	No ¨
Duke Energy Carolinas	Yes x	No ¨	Duke Energy Ohio	Yes x	No ¨
Progress Energy	Yes x	No ¨	Duke Energy Indiana	Yes x	No ¨
Duke Energy Progress	Yes x	No ¨	Piedmont	Yes x	No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act.



Duke Energy	Large accelerated filer x	Accelerated filer ¨	Non-accelerated filer ¨	Smaller reporting company ¨	Emerging Growth Company ¨
Duke Energy Carolinas	Large accelerated filer ¨	Accelerated filer ¨	Non-accelerated filer x	Smaller reporting company ¨	Emerging Growth Company ¨
Progress Energy	Large accelerated filer ¨	Accelerated filer ¨	Non-accelerated filer x	Smaller reporting company ¨	Emerging Growth Company ¨
Duke Energy Progress	Large accelerated filer ¨	Accelerated filer ¨	Non-accelerated filer x	Smaller reporting company ¨	Emerging Growth Company ¨
Duke Energy Florida	Large accelerated filer ¨	Accelerated filer ¨	Non-accelerated filer x	Smaller reporting company ¨	Emerging Growth Company ¨
Duke Energy Ohio	Large accelerated filer ¨	Accelerated filer ¨	Non-accelerated filer x	Smaller reporting company ¨	Emerging Growth Company ¨
Duke Energy Indiana	Large accelerated filer ¨	Accelerated filer ¨	Non-accelerated filer x	Smaller reporting company ¨	Emerging Growth Company ¨
Piedmont	Large accelerated filer ¨	Accelerated filer ¨	Non-accelerated filer x	Smaller reporting company ¨	Emerging Growth Company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).



Duke Energy	Yes ¨	No x	Duke Energy Florida	Yes ¨	No x
Duke Energy Carolinas	Yes ¨	No x	Duke Energy Ohio	Yes ¨	No x
Progress Energy	Yes ¨	No x	Duke Energy Indiana	Yes ¨	No x
Duke Energy Progress	Yes ¨	No x	Piedmont	Yes ¨	No x

Number of shares of Common stock outstanding at ~~September 30, 2017:~~July 31, 2018:



Registrant	Description	Shares
Duke Energy	Common stock, $0.001 par value	~~699,975,614~~712,354,724

This combined Form 10-Q is filed separately by eight registrants: Duke Energy, Duke Energy Carolinas, Progress Energy, Duke Energy Progress, Duke Energy Florida, Duke Energy Ohio, Duke Energy Indiana and Piedmont (collectively the Duke Energy Registrants). Information contained herein relating to any individual registrant is filed by such registrant solely on its own behalf. Each registrant makes no representation as to information relating exclusively to the other registrants.

Duke Energy Carolinas, Progress Energy, Duke Energy Progress, Duke Energy Florida, Duke Energy Ohio, Duke Energy Indiana and Piedmont meet the conditions set forth in General Instructions H(1)(a) and (b) of Form 10-Q and are therefore filing this form with the reduced disclosure format specified in General Instructions H(2) of Form 10-Q.

~~TABLE OF CONTENTS~~DUKE ENERGY CORPORATION

(a Delaware corporation)

550 South Tryon Street

Charlotte, North Carolina 28202-1803

704-382-3853

20-2777218



	~~Cautionary Statement Regarding Forward-Looking Information~~

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	1-3274	DUKE ENERGY FLORIDA, LLC (a Florida limited liability company) 299 First Avenue North St. Petersburg, Florida 33701 704-382-3853 59-0247770
1-15929	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. (an Ohio corporation) 139 East Fourth Street Cincinnati, Ohio 45202 704-382-3853 31-0240030
1-3382	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 (an Indiana limited liability company) 1000 East Main Street Plainfield, Indiana 46168 704-382-3853 35-0594457
1-6196	PIEDMONT NATURAL GAS COMPANY, INC. (a North Carolina corporation) 4720 Piedmont Row Drive Charlotte, North Carolina 28210 704-364-3120 56-0556998
~~PART I. FINANCIAL INFORMATION~~

~~Item 1.~~

~~Financial Statements~~

~~Duke Energy Corporation Financial Statements~~

~~Duke Energy Carolinas, LLC Financial Statements~~

~~Progress Energy, Inc. Financial Statements~~

~~Duke Energy Progress, LLC Financial Statements~~

~~Duke Energy Florida, LLC Financial Statements~~

~~Duke Energy Ohio, Inc. Financial Statements~~

~~Duke Energy Indiana, LLC Financial Statements~~

~~Piedmont Natural Gas Company, Inc. Financial Statements~~

~~Combined Notes to Condensed Consolidated Financial Statements~~

~~Note 1 – Organization and Basis of Presentation~~

~~Note 2 – Acquisitions and Dispositions~~

~~Note 3 – Business Segments~~

~~Note 4 – Regulatory Matters~~

~~Note 5 – Commitments and Contingencies~~

~~Note 6 – Debt and Credit Facilities~~

~~Note 7 – Asset Retirement Obligations~~

~~Note 8 – Goodwill and Intangible Assets~~

~~Note 9 – Related Party Transactions~~

~~Note 10 – Derivatives and Hedging~~

~~Note 11 – Investments in Debt and Equity Securities~~

~~Note 12 – Fair Value Measurements~~

~~Note 13 – Variable Interest Entities~~

~~Note 14 – Common Stock~~

~~Note 15 – Stock-Based Compensation~~

~~Note 16 – Employee Benefit Plans~~

~~Note 17 – Income Taxes~~

~~Note 18 – Subsequent Events~~

~~Item 2.~~

~~Management's Discussion and Analysis of Financial Condition and Results of Operations~~

~~Item 3.~~

~~Quantitative and Qualitative Disclosures About Market Risk~~

~~126~~

~~Item 4.~~

~~Controls and Procedures~~

~~126~~

~~PART II. OTHER INFORMATION~~

~~Item 1.~~

~~Legal Proceedings~~

~~128~~

~~Item 1A.~~

~~Risk Factors~~

~~128~~

~~Item 2.~~

~~Unregistered Sales of Equity Securities and Use of Proceeds~~

~~128~~

~~Item 6.~~

~~Exhibits~~

~~129~~

~~Signatures~~

~~132~~



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	Yesx	No ¨	Duke Energy Florida	Yesx	No ¨
Duke Energy Carolinas	Yesx	No ¨	Duke Energy Ohio	Yesx	No ¨
Progress Energy	Yesx	No ¨	Duke Energy Indiana	Yesx	No ¨
Duke Energy Progress	Yesx	No ¨	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 ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).



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

Number of shares of Common stock outstanding at July 31, 2018:



Registrant	Description	Shares
Duke Energy	Common stock, $0.001 par value	712,354,724

~~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 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 and other catastrophic events, such as fires, explosions, pandemic health events or other similar occurrences;


◦	The inherent risks associated with the operation and potential construction 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 and general 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);~~


◦	~~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;~~


◦	~~Substantial revision to the U.S. tax code, such as changes to the corporate tax rate or material change in the deductibility of interest;~~


◦	~~The impact of potential goodwill impairments;~~


◦	~~The ability to successfully complete future merger, acquisition or divestiture plans;~~


◦	~~The ability to successfully integrate the natural gas businesses following the acquisition of Piedmont Natural Gas Company, Inc. and realize anticipated benefits; and~~


◦	~~The ability to implement our business strategy.~~

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 www.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.

~~PART I. FINANCIAL INFORMATION~~

~~ITEM 1. FINANCIAL STATEMENTS~~

DUKE ENERGY CORPORATION

~~Condensed Consolidated Statements of Operations~~(a Delaware corporation)

~~(Unaudited)~~550 South Tryon Street

Charlotte, North Carolina 28202-1803

704-382-3853

20-2777218

Three Months Ended Nine Months Ended
September 30, September 30,
(in millions, except per-share amounts) 2017
2016
2017
2016
Operating Revenues
Regulated electric $ 6,091
$ 6,303
$ 16,122
$ 16,321
Regulated natural gas 247
89
1,168
355
Nonregulated electric and other 144
184
476
490
Total operating revenues 6,482
6,576
17,766
17,166
Operating Expenses

Fuel used in electric generation and purchased power 1,863
2,031
4,853
5,140
Cost of natural gas 68
6
402
64
Operation, maintenance and other 1,442
1,460
4,282
4,227
Depreciation and amortization 900
819
2,594
2,402
Property and other taxes 313
302
924
887
Impairment charges 207
10
216
14
Total operating expenses 4,793
4,628
13,271
12,734
Gains on Sales of Other Assets and Other, net 6
6
24
21
Operating Income 1,695
1,954
4,519
4,453
Other Income and Expenses

Equity in earnings (losses) of unconsolidated affiliates 36
(60 ) 101
(37 )
Other income and expenses, net 88
86
255
237
Total other income and expenses 124
26
356
200
Interest Expense 498
464
1,475
1,431
Income From Continuing Operations Before Income Taxes 1,321
1,516
3,400
3,222
Income Tax Expense from Continuing Operations 364
515
1,035
1,020
Income From Continuing Operations 957
1,001
2,365
2,202
(Loss) Income From Discontinued Operations, net of tax (2 ) 180
(4 ) 190
Net Income 955
1,181
2,361
2,392
Less: Net Income Attributable to Noncontrolling Interests 1
5
5
13
Net Income Attributable to Duke Energy Corporation $ 954
$ 1,176
$ 2,356
$ 2,379

Earnings Per Share – Basic and Diluted
Income from continuing operations attributable to Duke Energy Corporation common stockholders
Basic $ 1.36
$ 1.44
$ 3.37
$ 3.19
Diluted $ 1.36
$ 1.44
$ 3.37
$ 3.18
Income (Loss) from discontinued operations attributable to Duke Energy Corporation common stockholders
Basic $ —
$ 0.26
$ (0.01 ) $ 0.26
Diluted $ —
$ 0.26
$ (0.01 ) $ 0.26
Net income attributable to Duke Energy Corporation common stockholders
Basic $ 1.36
$ 1.70
$ 3.36
$ 3.45
Diluted $ 1.36
$ 1.70
$ 3.36
$ 3.44
Weighted average shares outstanding
Basic 700
689
700
689
Diluted 700
691
700
690

~~PART I~~

~~DUKE ENERGY CORPORATION~~

~~Condensed Consolidated Statements~~

Commission file number

Registrant, State of ~~Comprehensive Income~~

~~(Unaudited)~~

Three Months Ended Nine Months Ended
September 30, September 30,
(in millions) 2017
2016
2017
2016
Net Income $ 955
$ 1,181
$ 2,361
$ 2,392
Other Comprehensive Income, net of tax
Foreign currency translation adjustments —
(12 ) —
95
Pension and OPEB adjustments —
—
2
2
Net unrealized gains (losses) on cash flow hedges 2
6
(2 ) (19 )
Reclassification into earnings from cash flow hedges (2 ) 1
3
3
Unrealized gains on available-for-sale securities 2
—
10
7
Other Comprehensive Income (Loss), net of tax 2
(5 ) 13
88
Comprehensive Income 957
1,176
2,374
2,480
Less: Comprehensive Income Attributable to Noncontrolling Interests 1
4
5
16
Comprehensive Income Attributable to Duke Energy Corporation $ 956
$ 1,172
$ 2,369
$ 2,464

~~PART I~~

~~DUKE ENERGY CORPORATION~~

~~Condensed Consolidated Balance Sheets~~

~~(Unaudited)~~

(in millions) September 30, 2017 December 31, 2016
ASSETS
Current Assets
Cash and cash equivalents $ 282
$ 392
Receivables (net of allowance for doubtful accounts of $13 at 2017 and $14 at 2016) 528
751
Receivables of VIEs (net of allowance for doubtful accounts of $54 at 2017 and 2016) 2,089
1,893
Inventory 3,265
3,522
Regulatory assets (includes $51 at 2017 and $50 at 2016 related to VIEs) 1,109
1,023
Other 433
458
Total current assets 7,706
8,039
Property, Plant and Equipment
Cost 125,582
121,397
Accumulated depreciation and amortization (41,161 ) (39,406 )
Generation facilities to be retired, net 441
529
Net property, plant and equipment 84,862
82,520
Other Noncurrent Assets
Goodwill 19,418
19,425
Regulatory assets (includes $1,101 at 2017 and $1,142 at 2016 related to VIEs) 13,367
12,878
Nuclear decommissioning trust funds 6,814
6,205
Investments in equity method unconsolidated affiliates 1,366
925
Other 2,792
2,769
Total other noncurrent assets 43,757
42,202
Total Assets $ 136,325
$ 132,761
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable $ 2,645
$ 2,994
Notes payable and commercial paper 1,899
2,487
Taxes accrued 627
384
Interest accrued 538
503
Current maturities of long-term debt (includes $215 at 2017 and $260 at 2016 related to VIEs) 2,485
2,319
Asset retirement obligations 619
411
Regulatory liabilities 273
409
Other 1,734
2,044
Total current liabilities 10,820
11,551
Long-Term Debt (includes $4,219 at 2017 and $3,587 at 2016 related to VIEs) 48,929
45,576
Other Noncurrent Liabilities
Deferred income taxes 15,058
14,155
Asset retirement obligations 9,586
10,200
Regulatory liabilities 7,027
6,881
Accrued pension and other post-retirement benefit costs 1,105
1,111
Investment tax credits 534
493
Other 1,624
1,753
Total other noncurrent liabilities 34,934
34,593
Commitments and Contingencies

Equity
Common stock, $0.001 par value, 2 billion shares authorized; 700 million shares outstanding at 2017 and 2016 1
1
Additional paid-in capital 38,774
38,741
Retained earnings 2,936
2,384
Accumulated other comprehensive loss (80 ) (93 )
Total Duke Energy Corporation stockholders' equity 41,631
41,033
Noncontrolling interests 11
8
Total equity 41,642
41,041
Total Liabilities and Equity $ 136,325
$ 132,761

~~PART I~~

~~DUKE ENERGY CORPORATION~~

~~Condensed Consolidated Statements~~Incorporation or Organization, Address of ~~Cash Flows~~

~~(Unaudited)~~

Nine Months Ended
September 30,
(in millions) 2017
2016
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 2,361
$ 2,392
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, amortization and accretion (including amortization of nuclear fuel) 2,990
2,847
Equity component of AFUDC (175 ) (140 )
Gains on sales of other assets (28 ) (27 )
Impairment charges 216
279
Deferred income taxes 1,016
648
Equity in earnings of unconsolidated affiliates (101 ) (34 )
Accrued pension and other post-retirement benefit costs 19
12
Contributions to qualified pension plans (8 ) —
Payments for asset retirement obligations (420 ) (443 )
(Increase) decrease in
Net realized and unrealized mark-to-market and hedging transactions 4
36
Receivables 80
(276 )
Inventory 248
455
Other current assets (176 ) (163 )
Increase (decrease) in
Accounts payable (554 ) (207 )
Taxes accrued 233
417
Other current liabilities (532 ) (157 )
Other assets (160 ) (64 )
Other liabilities (2 ) 36
Net cash provided by operating activities 5,011
5,611
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures (5,841 ) (5,252 )
Contributions to equity method investments (370 ) (198 )
Purchases of available-for-sale securities (3,170 ) (4,048 )
Proceeds from sales and maturities of available-for-sale securities 3,199
4,107
Change in restricted cash (29 ) (34 )
Other (149 ) (130 )
Net cash used in investing activities (6,360 ) (5,555 )
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the:
Issuance of long-term debt 5,710
8,647
Issuance of common stock related to employee benefit plans —
7
Payments for the redemption of long-term debt (2,035 ) (988 )
Proceeds from the issuance of short-term debt with original maturities greater than 90 days 265
1,424
Payments for the redemption of short-term debt with original maturities greater than 90 days (237 ) (492 )
Notes payable and commercial paper (647 ) (1,579 )
Dividends paid (1,825 ) (1,731 )
Other 8
(22 )
Net cash provided by financing activities 1,239
5,266
Changes in cash and cash equivalents associated with assets held for sale —
11
Net (decrease) increase in cash and cash equivalents (110 ) 5,333
Cash and cash equivalents at beginning of period 392
383
Cash and cash equivalents at end of period $ 282
$ 5,716
Supplemental Disclosures:
Significant non-cash transactions:
Accrued capital expenditures $ 740
$ 631

~~PART I~~

~~DUKE ENERGY CORPORATION~~

~~Condensed Consolidated Statements~~Principal Executive Offices, Telephone Number and IRS Employer Identification Number

Commission file number

Registrant, State of ~~Changes in Equity~~

~~(Unaudited)~~

Accumulated Other Comprehensive Loss
Net Unrealized
Total

Foreign
Net
(Losses) Gains
Duke Energy

Common
Additional
Currency
Losses on
on Available-
Pension and
Corporation

Stock
Common
Paid-in
Retained
Translation
Cash Flow
for-Sale-
OPEB
Stockholders'
Noncontrolling
Total
(in millions) Shares
Stock
Capital
Earnings
Adjustments
Hedges
Securities
Adjustments
Equity
Interests
Equity
Balance at December 31, 2015 688
$ 1
$ 37,968
$ 2,564
$ (692 ) $ (50 ) $ (3 ) $ (61 ) $ 39,727
$ 44
$ 39,771
Net income —
—
—
2,379
—
—
—
—
2,379
13
2,392
Other comprehensive income (loss) —
—
—
—
92
(16 ) 7
2
85
3
88
Common stock issuances, including dividend reinvestment and employee benefits 1
—
29
—
—
—
—
—
29
—
29
Common stock dividends —
—
—
(1,731 ) —
—
—
—
(1,731 ) —
(1,731 )
Distributions to noncontrolling interest in subsidiaries —
—
—
—
—
—
—
—
—
(3 ) (3 )
Balance at September 30, 2016 689
$ 1

$ 37,997

$ 3,212

$ (600 )
$ (66 )
$ 4

$ (59 )
$ 40,489

$ 57

$ 40,546

Balance at December 31, 2016 700
$ 1
$ 38,741
$ 2,384
$ —
$ (20 ) $ (1 ) $ (72 ) $ 41,033
$ 8
$ 41,041
Net income —
—
—
2,356
—
—
—
—
2,356
5
2,361
Other comprehensive income —
—
—
—
—
1
10
2
13
—
13
Common stock issuances, including dividend reinvestment and employee benefits —
—
33
—
—
—
—
—
33
—
33
Common stock dividends —
—
—
(1,825 ) —
—
—
—
(1,825 ) —
(1,825 )
Distributions to noncontrolling interest in subsidiaries —
—
—
—
—
—
—
—
—
(2 ) (2 )
Other^(a)
—
—
—
21
—
—
—
—
21
—
21
Balance at September 30, 2017 700

$ 1

$ 38,774

$ 2,936

$ —

$ (19 )
$ 9

$ (70 )
$ 41,631

$ 11

$ 41,642

Incorporation or Organization, Address of Principal Executive Offices, Telephone Number and IRS Employer Identification Number

1-4928
~~(a)~~	~~Cumulative-effect adjustment due to implementation of a new accounting standard related to stock-based compensation and the associated income taxes. See Note 1 for more information.~~

~~PART I~~

DUKE ENERGY CAROLINAS, LLC

~~Condensed Consolidated Statements of Operations and Comprehensive Income~~(a North Carolina limited liability company)

~~(Unaudited)~~526 South Church Street

Charlotte, North Carolina 28202-1803

Three Months Ended Nine Months Ended
September 30, September 30,
(in millions) 2017
2016
2017
2016
Operating Revenues $ 2,136
$ 2,226
$ 5,581
$ 5,641
Operating Expenses
Fuel used in electric generation and purchased power 531
581
1,394
1,391
Operation, maintenance and other 480
493
1,431
1,481
Depreciation and amortization 281
268
804
802
Property and other taxes 67
68
206
206
Total operating expenses 1,359
1,410
3,835
3,880
Loss on Sales of Other Assets and Other, net —
(1 ) —
(1 )
Operating Income 777
815
1,746
1,760
Other Income and Expenses, net 26
39
99
121
Interest Expense 108
102
314
316
Income Before Income Taxes 695
752
1,531
1,565
Income Tax Expense 229
258
522
539
Net Income $ 466
$ 494
$ 1,009
$ 1,026
Other Comprehensive Income, net of tax
Reclassification into earnings from cash flow hedges —
—
1
1
Comprehensive Income $ 466
$ 494
$ 1,010
$ 1,027

704-382-3853

~~PART I~~56-0205520

1-3274

DUKE ENERGY ~~CAROLINAS,~~FLORIDA, LLC

~~Condensed Consolidated Balance Sheets~~(a Florida limited liability company)

~~(Unaudited)~~299 First Avenue North

St. Petersburg, Florida 33701

(in millions) September 30, 2017
December 31, 2016
ASSETS
Current Assets
Cash and cash equivalents $ 18
$ 14
Receivables (net of allowance for doubtful accounts of $2 at 2017 and 2016) 180
160
Receivables of VIEs (net of allowance for doubtful accounts of $7 at 2017 and 2016) 691
645
Receivables from affiliated companies 146
163
Notes receivable from affiliated companies —
66
Inventory 1,000
1,055
Regulatory assets 237
238
Other 27
37
Total current assets 2,299
2,378
Property, Plant and Equipment
Cost 42,321
41,127
Accumulated depreciation and amortization (14,969 ) (14,365 )
Net property, plant and equipment 27,352
26,762
Other Noncurrent Assets
Regulatory assets 3,077
3,159
Nuclear decommissioning trust funds 3,621
3,273
Other 910
943
Total other noncurrent assets 7,608
7,375
Total Assets $ 37,259
$ 36,515
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable $ 726
$ 833
Accounts payable to affiliated companies 159
247
Notes payable to affiliated companies 468
—
Taxes accrued 368
143
Interest accrued 135
102
Current maturities of long-term debt 705
116
Asset retirement obligations 304
222
Regulatory liabilities 105
161
Other 435
468
Total current liabilities 3,405

2,292
Long-Term Debt 8,520
9,187
Long-Term Debt Payable to Affiliated Companies 300
300
Other Noncurrent Liabilities
Deferred income taxes 6,796
6,544
Asset retirement obligations 3,297
3,673
Regulatory liabilities 2,884
2,840
Accrued pension and other post-retirement benefit costs 108
97
Investment tax credits 234
203
Other 559
607
Total other noncurrent liabilities 13,878
13,964
Commitments and Contingencies

Equity
Member's equity 11,164
10,781
Accumulated other comprehensive loss (8 ) (9 )
Total equity 11,156
10,772
Total Liabilities and Equity $ 37,259
$ 36,515

704-382-3853

~~PART I~~59-0247770

~~DUKE ENERGY CAROLINAS, LLC~~

~~Condensed Consolidated Statements of Cash Flows~~

~~(Unaudited)~~

Nine Months Ended
September 30,
(in millions) 2017
2016
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 1,009
$ 1,026
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization (including amortization of nuclear fuel) 1,051
1,020
Equity component of AFUDC (79 ) (75 )
Losses on sales of other assets and other, net —
1
Deferred income taxes 330
382
Accrued pension and other post-retirement benefit costs —
3
Payments for asset retirement obligations (201 ) (204 )
(Increase) decrease in
Net realized and unrealized mark-to-market and hedging transactions 1
4
Receivables (40 ) (191 )
Receivables from affiliated companies 17
19
Inventory 50
217
Other current assets 8
81
Increase (decrease) in
Accounts payable (78 ) (179 )
Accounts payable to affiliated companies (88 ) (100 )
Taxes accrued 225
248
Other current liabilities (149 ) 51
Other assets (18 ) 57
Other liabilities (26 ) (15 )
Net cash provided by operating activities 2,012
2,345
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures (1,747 ) (1,531 )
Purchases of available-for-sale securities (1,660 ) (2,070 )
Proceeds from sales and maturities of available-for-sale securities 1,664
2,070
Notes receivable from affiliated companies 66
131
Other (58 ) (65 )
Net cash used in investing activities (1,735 ) (1,465 )
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt —
992
Payments for the redemption of long-term debt (115 ) (3 )
Notes payable to affiliated companies 468
—
Distributions to parent (625 ) (1,800 )
Other (1 ) —
Net cash used in financing activities (273 ) (811 )
Net increase in cash and cash equivalents 4
69
Cash and cash equivalents at beginning of period 14
13
Cash and cash equivalents at end of period $ 18
$ 82
Supplemental Disclosures:
Significant non-cash transactions:
Accrued capital expenditures $ 292
$ 228

~~PART I~~

~~DUKE ENERGY CAROLINAS, LLC~~

~~Condensed Consolidated Statements of Changes in Equity~~

~~(Unaudited)~~

Accumulated Other
Comprehensive
Loss
Net Losses on

Member's
Cash Flow
Total
(in millions) Equity
Hedges
Equity
Balance at December 31, 2015 $ 11,617
$ (11 ) $ 11,606
Net income 1,026
—
1,026
Other comprehensive income —
1
1
Distributions to parent (1,800 ) —
(1,800 )
Other (3 ) —
(3 )
Balance at September 30, 2016 $ 10,840
$ (10 ) $ 10,830

Balance at December 31, 2016 $ 10,781
$ (9 ) $ 10,772
Net income 1,009
—
1,009
Other comprehensive income —
1
1
Distributions to parent (625 ) —
(625 )
Other (1 ) —
(1 )
Balance at September 30, 2017 $ 11,164
$ (8 ) $ 11,156

~~PART I~~

1-15929

PROGRESS ENERGY, INC.

~~Condensed Consolidated Statements of Operations and Comprehensive Income~~(a North Carolina corporation)

~~(Unaudited)~~410 South Wilmington Street

Raleigh, North Carolina 27601-1748

Three Months Ended Nine Months Ended
September 30, September 30,
(in millions) 2017
2016
2017
2016
Operating Revenues $ 2,864
$ 2,965
$ 7,435
$ 7,645
Operating Expenses
Fuel used in electric generation and purchased power 1,031
1,120
2,588
2,832
Operation, maintenance and other 572
582
1,650
1,699
Depreciation and amortization 334
318
958
904
Property and other taxes 140
136
386
375
Impairment charges 135
1
137
4
Total operating expenses 2,212
2,157
5,719
5,814
Gains on Sales of Other Assets and Other, net 5
6
19
18
Operating Income 657
814
1,735
1,849
Other Income and Expenses, net 20
31
65
79
Interest Expense 193
177
595
497
Income Before Income Taxes 484
668
1,205
1,431
Income Tax Expense 141
219
384
496
Net Income 343
449
821
935
Less: Net Income Attributable to Noncontrolling Interests 2
3
7
8
Net Income Attributable to Parent $ 341
$ 446
$ 814
$ 927

Net Income $ 343
$ 449
$ 821
$ 935
Other Comprehensive Income, net of tax
Pension and OPEB adjustments 3
—
5
2
Net unrealized (loss) gain on cash flow hedges (2 ) —
4
—
Reclassification into earnings from cash flow hedges —
1
—
4
Unrealized gains on available-for-sale securities 1
1
3
2
Other Comprehensive Income, net of tax 2

2

12

8
Comprehensive Income 345
451
833
943
Less: Comprehensive Income Attributable to Noncontrolling Interests 2
3
7
8
Comprehensive Income Attributable to Parent $ 343

$ 448

$ 826

$ 935
704-382-3853

56-2155481

1-1232

~~PART I~~

~~PROGRESS~~DUKE ENERGY OHIO, INC.

~~Condensed Consolidated Balance Sheets~~(an Ohio corporation)

~~(Unaudited)~~139 East Fourth Street

Cincinnati, Ohio 45202

(in millions) September 30, 2017
December 31, 2016
ASSETS
Current Assets
Cash and cash equivalents $ 30
$ 46
Receivables (net of allowance for doubtful accounts of $4 at 2017 and $6 at 2016) 93
114
Receivables of VIEs (net of allowance for doubtful accounts of $7 at 2017 and 2016) 900
692
Receivables from affiliated companies —
106
Notes receivable from affiliated companies 170
80
Inventory 1,584
1,717
Regulatory assets (includes $51 at 2017 and $50 at 2016 related to VIEs) 440
401
Other 243
148
Total current assets 3,460
3,304
Property, Plant and Equipment
Cost 46,659
44,864
Accumulated depreciation and amortization (15,760 ) (15,212 )
Generation facilities to be retired, net 441
529
Net property, plant and equipment 31,340
30,181
Other Noncurrent Assets
Goodwill 3,655
3,655
Regulatory assets (includes $1,101 at 2017 and $1,142 at 2016 related to VIEs) 6,438
5,722
Nuclear decommissioning trust funds 3,194
2,932
Other 909
856
Total other noncurrent assets 14,196
13,165
Total Assets $ 48,996
$ 46,650
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable $ 1,015
$ 1,003
Accounts payable to affiliated companies 289
348
Notes payable to affiliated companies 576
729
Taxes accrued 227
83
Interest accrued 216
201
Current maturities of long-term debt (includes $53 at 2017 and $62 at 2016 related to VIEs) 770
778
Asset retirement obligations 250
189
Regulatory liabilities 121
189
Other 652
745
Total current liabilities 4,116
4,265
Long-Term Debt (includes $1,689 at 2017 and $1,741 at 2016 related to VIEs) 16,717
15,590
Long-Term Debt Payable to Affiliated Companies 150
1,173
Other Noncurrent Liabilities
Deferred income taxes 6,463
5,246
Asset retirement obligations 5,189
5,286
Regulatory liabilities 2,511
2,395
Accrued pension and other post-retirement benefit costs 535
547
Other 298
341
Total other noncurrent liabilities 14,996
13,815
Commitments and Contingencies

Equity
Common stock, $0.01 par value, 100 shares authorized and outstanding at 2017 and 2016 —
—
Additional paid-in capital 9,143
8,094
Retained earnings 3,906
3,764
Accumulated other comprehensive loss (26 ) (38 )
Total Progress Energy, Inc. stockholders' equity 13,023
11,820
Noncontrolling interests (6 ) (13 )
Total equity 13,017
11,807
Total Liabilities and Equity $ 48,996
$ 46,650

704-382-3853

~~PART I~~31-0240030

~~PROGRESS ENERGY, INC.~~

~~Condensed Consolidated Statements of Cash Flows~~

~~(Unaudited)~~

Nine Months Ended
September 30,
(in millions) 2017
2016
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 821
$ 935
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, amortization and accretion (including amortization of nuclear fuel) 1,130
1,071
Equity component of AFUDC (68 ) (51 )
Gains on sales of other assets (20 ) (23 )
Impairment charges 137
4
Deferred income taxes 651
425
Accrued pension and other post-retirement benefit costs (9 ) (19 )
Payments for asset retirement obligations (190 ) (203 )
(Increase) decrease in
Net realized and unrealized mark-to-market and hedging transactions 1
33
Receivables (182 ) (155 )
Receivables from affiliated companies 102
329
Inventory 126
99
Other current assets (279 ) (30 )
Increase (decrease) in
Accounts payable (281 ) (24 )
Accounts payable to affiliated companies (59 ) (109 )
Taxes accrued 143
159
Other current liabilities (184 ) (156 )
Other assets (100 ) (90 )
Other liabilities (85 ) (4 )
Net cash provided by operating activities 1,654
2,191
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures (2,419 ) (2,286 )
Purchases of available-for-sale securities (1,393 ) (1,849 )
Proceeds from sales and maturities of available-for-sale securities 1,411
1,899
Proceeds from insurance 4
58
Notes receivable from affiliated companies (90 ) (43 )
Change in restricted cash 5
(6 )
Other (40 ) (17 )
Net cash used in investing activities (2,522 ) (2,244 )
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt 1,720
2,375
Payments for the redemption of long-term debt (611 ) (327 )
Notes payable to affiliated companies (129 ) (798 )
Dividends to parent (125 ) (1,075 )
Other (3 ) (1 )
Net cash provided by financing activities 852
174
Net (decrease) increase in cash and cash equivalents (16 ) 121
Cash and cash equivalents at beginning of period 46
44
Cash and cash equivalents at end of period $ 30
$ 165
Supplemental Disclosures:
Significant non-cash transactions:
Accrued capital expenditures $ 174
$ 228
Equitization of certain notes payable to affiliates 1,047
—
Dividend to parent related to a legal entity restructuring 547
—

~~PART I~~

~~PROGRESS ENERGY, INC.~~

~~Condensed Consolidated Statements of Changes in Equity~~

~~(Unaudited)~~

Accumulated Other Comprehensive Loss
Net Unrealized
Total Progress

Additional
Net Losses on
Gains on
Pension and
Energy, Inc.

Paid-in
Retained
Cash Flow
Available-for-
OPEB
Stockholders'
Noncontrolling
Total
(in millions) Capital
Earnings
Hedges
Sale Securities
Adjustments
Equity
Interests
Equity
Balance at December 31, 2015 $ 8,092
$ 4,831
$ (31 ) $ —
$ (17 ) $ 12,875
$ (22 ) $ 12,853
Net income —
927
—
—
—
927
8
935
Other comprehensive income —
—
4
2
2
8
—
8
Distributions to noncontrolling interests —
—
—
—
—
—
(1 ) (1 )
Dividends to parent —
(1,075 ) —
—
—
(1,075 ) —
(1,075 )
Other 4
—
—
—
—
4
(1 ) 3
Balance at September 30, 2016 $ 8,096

$ 4,683

$ (27 )
$ 2

$ (15 )
$ 12,739

$ (16 )
$ 12,723

Balance at December 31, 2016 $ 8,094
$ 3,764
$ (23 ) $ 1
$ (16 ) $ 11,820
$ (13 ) $ 11,807
Net income —
814
—
—
—
814
7
821
Other comprehensive income —
—
4
3
5
12
—
12
Dividends to parent^(a)
—
(672 ) —
—
—
(672 ) —
(672 )
Equitization of certain notes payable to affiliates 1,047
—
—
—
—
1,047
—
1,047
Other 2
—
—
—
—
2
—
2
Balance at September 30, 2017 $ 9,143

$ 3,906

$ (19 )
$ 4

$ (11 )
$ 13,023

$ (6 )
$ 13,017

1-3382
~~(a)~~	~~Includes a $547 million non-cash dividend related to a legal entity restructuring.~~

~~PART I~~

DUKE ENERGY PROGRESS, LLC

~~Condensed Consolidated Statements of Operations and Comprehensive Income~~(a North Carolina limited liability company)

~~(Unaudited)~~410 South Wilmington Street

Raleigh, North Carolina 27601-1748

Three Months Ended Nine Months Ended
September 30, September 30,
(in millions) 2017
2016
2017
2016
Operating Revenues $ 1,460
$ 1,583
$ 3,878
$ 4,103
Operating Expenses
Fuel used in electric generation and purchased power 475
569
1,214
1,441
Operation, maintenance and other 352
360
1,032
1,067
Depreciation and amortization 182
176
536
526
Property and other taxes 40
40
120
119
Impairment charges —
1
—
1
Total operating expenses 1,049
1,146
2,902
3,154
Gains on Sales of Other Assets and Other, net —
1
3
2
Operating Income 411
438
979
951
Other Income and Expenses, net 14
18
47
47
Interest Expense 65
61
217
188
Income Before Income Taxes 360
395
809
810
Income Tax Expense 114
124
262
271
Net Income and Comprehensive Income $ 246
$ 271
$ 547
$ 539
704-382-3853

56-0165465

~~PART I~~

~~DUKE ENERGY PROGRESS, LLC~~

~~Condensed Consolidated Balance Sheets~~

~~(Unaudited)~~

(in millions) September 30, 2017
December 31, 2016
ASSETS
Current Assets
Cash and cash equivalents $ 15
$ 11
Receivables (net of allowance for doubtful accounts of $1 at 2017 and $4 at 2016) 29
51
Receivables of VIEs (net of allowance for doubtful accounts of $5 at 2017 and 2016) 472
404
Receivables from affiliated companies 8
5
Notes receivable from affiliated companies 101
165
Inventory 1,018
1,076
Regulatory assets 230
188
Other 40
57
Total current assets 1,913
1,957
Property, Plant and Equipment
Cost 29,104
28,419
Accumulated depreciation and amortization (10,793 ) (10,561 )
Generation facilities to be retired, net 441
529
Net property, plant and equipment 18,752
18,387
Other Noncurrent Assets
Regulatory assets 3,588
3,243
Nuclear decommissioning trust funds 2,463
2,217
Other 565
525
Total other noncurrent assets 6,616
5,985
Total Assets $ 27,281
$ 26,329
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable $ 271
$ 589
Accounts payable to affiliated companies 207
227
Taxes accrued 137
104
Interest accrued 91
102
Current maturities of long-term debt 203
452
Asset retirement obligations 250
189
Regulatory liabilities 107
158
Other 318
365
Total current liabilities 1,584
2,186
Long-Term Debt 7,204
6,409
Long-Term Debt Payable to Affiliated Companies 150
150
Other Noncurrent Liabilities
Deferred income taxes 3,606
3,323
Asset retirement obligations 4,426
4,508
Regulatory liabilities 2,097
1,946
Accrued pension and other post-retirement benefit costs 246
252
Investment tax credits 144
146
Other 44
51
Total other noncurrent liabilities 10,563
10,226
Commitments and Contingencies

Equity
Member's Equity 7,780
7,358
Total Liabilities and Equity $ 27,281
$ 26,329

~~PART I~~

~~DUKE ENERGY PROGRESS, LLC~~

~~Condensed Consolidated Statements of Cash Flows~~

~~(Unaudited)~~

Nine Months Ended
September 30,
(in millions) 2017
2016
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 547
$ 539
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization (including amortization of nuclear fuel) 691
679
Equity component of AFUDC (35 ) (34 )
Gains on sales of other assets (4 ) (4 )
Impairment charges —
1
Deferred income taxes 287
325
Accrued pension and other post-retirement benefit costs (15 ) (24 )
Payments for asset retirement obligations (149 ) (163 )
(Increase) decrease in
Net realized and unrealized mark-to-market and hedging transactions (2 ) —
Receivables (47 ) (78 )
Receivables from affiliated companies (3 ) 11
Inventory 52
91
Other current assets (34 ) 37
Increase (decrease) in
Accounts payable (286 ) (44 )
Accounts payable to affiliated companies (20 ) (47 )
Taxes accrued 33
76
Other current liabilities (139 ) 37
Other assets (49 ) (32 )
Other liabilities (9 ) (10 )
Net cash provided by operating activities 818
1,360
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures (1,247 ) (1,106 )
Purchases of available-for-sale securities (995 ) (1,470 )
Proceeds from sales and maturities of available-for-sale securities 974
1,448
Notes receivable from affiliated companies 64
(65 )
Other (26 ) (27 )
Net cash used in investing activities (1,230 ) (1,220 )
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt 812
505
Payments for the redemption of long-term debt (270 ) (15 )
Notes payable to affiliated companies —
(209 )
Distributions to parent (125 ) (301 )
Other (1 ) 1
Net cash provided by (used in) financing activities 416
(19 )
Net increase in cash and cash equivalents 4
121
Cash and cash equivalents at beginning of period 11
15
Cash and cash equivalents at end of period $ 15
$ 136
Supplemental Disclosures:
Significant non-cash transactions:
Accrued capital expenditures $ 116
$ 66

~~PART I~~

~~DUKE ENERGY PROGRESS, LLC~~

~~Condensed Consolidated Statements of Changes in Equity~~

~~(Unaudited)~~

Member's
(in millions) Equity
Balance at December 31, 2015 $ 7,059
Net income 539
Distributions to parent (301 )
Balance at September 30, 2016 $ 7,297

Balance at December 31, 2016 $ 7,358
Net income 547
Distributions to parent (125 )
Balance at September 30, 2017 $ 7,780

~~PART I~~

~~DUKE ENERGY FLORIDA, LLC~~

~~Condensed Consolidated Statements of Operations and Comprehensive Income~~

~~(Unaudited)~~

Three Months Ended Nine Months Ended
September 30, September 30,
(in millions) 2017
2016
2017
2016
Operating Revenues $ 1,401
$ 1,381
$ 3,551
$ 3,538
Operating Expenses
Fuel used in electric generation and purchased power 557
550
1,374
1,391
Operation, maintenance and other 216
219
610
623
Depreciation and amortization 154
142
423
378
Property and other taxes 99
96
265
256
Impairment charges 135
1
137
4
Total operating expenses 1,161
1,008
2,809
2,652
Operating Income 240
373
742
886
Other Income and Expenses, net 15
11
45
30
Interest Expense 71
62
211
143
Income Before Income Taxes 184
322
576
773
Income Tax Expense 64
116
208
286
Net Income $ 120
$ 206
$ 368
$ 487
Other Comprehensive Income, net of tax

Unrealized gains on available-for-sale securities 1
1
3
2
Comprehensive Income $ 121
$ 207
$ 371

$ 489

~~PART I~~

~~DUKE ENERGY FLORIDA, LLC~~

~~Condensed Consolidated Balance Sheets~~

~~(Unaudited)~~

(in millions) September 30, 2017
December 31, 2016
ASSETS
Current Assets
Cash and cash equivalents $ 8
$ 16
Receivables (net of allowance for doubtful accounts of $3 at 2017 and $2 at 2016) 61
61
Receivables of VIEs (net of allowance for doubtful accounts of $2 at 2017 and 2016) 428
288
Receivables from affiliated companies —
5
Notes receivable from affiliated companies 70
—
Inventory 566
641
Regulatory assets (includes $51 at 2017 and $50 at 2016 related to VIEs) 211
213
Other (includes $20 at 2017 and $53 at 2016 related to VIEs) 154
125
Total current assets 1,498
1,349
Property, Plant and Equipment
Cost 17,546
16,434
Accumulated depreciation and amortization (4,960 ) (4,644 )
Net property, plant and equipment 12,586
11,790
Other Noncurrent Assets
Regulatory assets (includes $1,101 at 2017 and $1,142 at 2016 related to VIEs) 2,850
2,480
Nuclear decommissioning trust funds 731
715
Other 293
278
Total other noncurrent assets 3,874
3,473
Total Assets $ 17,958
$ 16,612
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable $ 744
$ 413
Accounts payable to affiliated companies 90
125
Notes payable to affiliated companies —
297
Taxes accrued 143
33
Interest accrued 71
49
Current maturities of long-term debt (includes $53 at 2017 and $62 at 2016 related to VIEs) 567
326
Regulatory liabilities 14
31
Other 310
352
Total current liabilities 1,939
1,626
Long-Term Debt (includes $1,389 at 2017 and $1,442 at 2016 related to VIEs) 6,129
5,799
Other Noncurrent Liabilities
Deferred income taxes 3,076
2,694
Asset retirement obligations 763
778
Regulatory liabilities 414
448
Accrued pension and other post-retirement benefit costs 257
262
Other 106
105
Total other noncurrent liabilities 4,616
4,287
Commitments and Contingencies

Equity
Member's equity 5,270
4,899
Accumulated other comprehensive income 4
1
Total equity 5,274
4,900
Total Liabilities and Equity $ 17,958
$ 16,612

~~PART I~~

~~DUKE ENERGY FLORIDA, LLC~~

~~Condensed Consolidated Statements of Cash Flows~~

~~(Unaudited)~~

Nine Months Ended
September 30,
(in millions) 2017
2016
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 368
$ 487
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, amortization and accretion 431
383
Equity component of AFUDC (33 ) (16 )
Impairment charges 137
4
Deferred income taxes 366
136
Accrued pension and other post-retirement benefit costs 3
2
Payments for asset retirement obligations (41 ) (41 )
(Increase) decrease in
Net realized and unrealized mark-to-market and hedging transactions 3
34
Receivables (140 ) (78 )
Receivables from affiliated companies 1
41
Inventory 74
8
Other current assets (162 ) (32 )
Increase (decrease) in
Accounts payable 6
20
Accounts payable to affiliated companies (35 ) (55 )
Taxes accrued 109
61
Other current liabilities (45 ) (183 )
Other assets (35 ) (56 )
Other liabilities (71 ) 1
Net cash provided by operating activities 936
716
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures (1,172 ) (1,179 )
Purchases of available-for-sale securities (398 ) (379 )
Proceeds from sales and maturities of available-for-sale securities 437
450
Proceeds from insurance 4
58
Notes receivable from affiliated companies (70 ) —
Change in restricted cash —
(6 )
Other (14 ) 10
Net cash used in investing activities (1,213 ) (1,046 )
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt 908
1,870
Payments for the redemption of long-term debt (341 ) (12 )
Notes payable to affiliated companies (297 ) (750 )
Distributions to parent —
(774 )
Other (1 ) (2 )
Net cash provided by financing activities 269
332
Net (decrease) increase in cash and cash equivalents (8 ) 2
Cash and cash equivalents at beginning of period 16
8
Cash and cash equivalents at end of period $ 8
$ 10
Supplemental Disclosures:
Significant non-cash transactions:
Accrued capital expenditures $ 102
$ 162

~~PART I~~

~~DUKE ENERGY FLORIDA, LLC~~

~~Condensed Consolidated Statements of Changes in Equity~~

~~(Unaudited)~~

Accumulated
Other
Comprehensive
Income
Net Unrealized

Gains on

Member's
Available-for-Sale
Total
(in millions) Equity
Securities
Equity
Balance at December 31, 2015 $ 5,121
$ —
$ 5,121
Net income 487
—
487
Other comprehensive income —
2
2
Distributions to parent (774 ) —
(774 )
Other 3
—
3
Balance at September 30, 2016 $ 4,837
$ 2
$ 4,839

Balance at December 31, 2016 $ 4,899
$ 1
$ 4,900
Net income 368
—
368
Other comprehensive income —
3
3
Other 3
—
3
Balance at September 30, 2017 $ 5,270
$ 4
$ 5,274

~~PART I~~

~~DUKE ENERGY OHIO, INC.~~

~~Condensed Consolidated Statements of Operations and Comprehensive Income~~

~~(Unaudited)~~

Three Months Ended Nine Months Ended
September 30, September 30,
(in millions) 2017
2016
2017

2016
Operating Revenues
Regulated electric $ 371
$ 390
$ 1,036
$ 1,053
Regulated natural gas 90
89
360
358
Nonregulated electric and other 10
10
30
22
Total operating revenues 471
489
1,426
1,433
Operating Expenses
Fuel used in electric generation and purchased power – regulated 100
129
283
340
Fuel used in electric generation and purchased power – nonregulated 13
14
42
37
Cost of natural gas 5
6
69
64
Operation, maintenance and other 124
126
385
367
Depreciation and amortization 63
50
193
175
Property and other taxes 65
59
204
195
Impairment charges —
—
1
—
Total operating expenses 370
384
1,177
1,178
Gains on Sales of Other Assets and Other, net 1
1
1
2
Operating Income 102
106
250
257
Other Income and Expenses, net 4
3
12
6
Interest Expense 22
22
67
63
Income From Continuing Operations Before Income Taxes 84
87
195
200
Income Tax Expense From Continuing Operations 28
32
67
65
Income From Continuing Operations 56
55
128
135
(Loss) Income From Discontinued Operations, net of tax (1 ) 34
(1 ) 36
Net Income and Comprehensive Income $ 55
$ 89
$ 127
$ 171

~~PART I~~

~~DUKE ENERGY OHIO, INC.~~

~~Condensed Consolidated Balance Sheets~~

~~(Unaudited)~~

(in millions) September 30, 2017
December 31, 2016
ASSETS
Current Assets
Cash and cash equivalents $ 7
$ 13
Receivables (net of allowance for doubtful accounts of $2 at 2017 and 2016) 68
71
Receivables from affiliated companies 81
129
Notes receivable from affiliated companies 87
94
Inventory 139
137
Regulatory assets 57
37
Other 18
37
Total current assets 457
518
Property, Plant and Equipment
Cost 8,509
8,126
Accumulated depreciation and amortization (2,658 ) (2,579 )
Net property, plant and equipment 5,851
5,547
Other Noncurrent Assets
Goodwill 920
920
Regulatory assets 510
520
Other 27
23
Total other noncurrent assets 1,457
1,463
Total Assets $ 7,765
$ 7,528
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable $ 251
$ 282
Accounts payable to affiliated companies 59
63
Notes payable to affiliated companies —
16
Taxes accrued 157
178
Interest accrued 33
19
Current maturities of long-term debt —
1
Asset retirement obligations 6
—
Regulatory liabilities 15
21
Other 74
91
Total current liabilities 595
671
Long-Term Debt 2,042
1,858
Long-Term Debt Payable to Affiliated Companies 25
25
Other Noncurrent Liabilities
Deferred income taxes 1,512
1,443
Asset retirement obligations 75
77
Regulatory liabilities 232
236
Accrued pension and other post-retirement benefit costs 52
56
Other 134
166
Total other noncurrent liabilities 2,005
1,978
Commitments and Contingencies

Equity
Common stock, $8.50 par value, 120 million shares authorized; 90 million shares outstanding at 2017 and 2016 762
762
Additional paid-in capital 2,670
2,695
Accumulated deficit (334 ) (461 )
Total equity 3,098
2,996
Total Liabilities and Equity $ 7,765
$ 7,528

~~PART I~~

~~DUKE ENERGY OHIO, INC.~~

~~Condensed Consolidated Statements of Cash Flows~~

~~(Unaudited)~~

Nine Months Ended
September 30,
(in millions) 2017
2016
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 127
$ 171
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 196
178
Equity component of AFUDC (8 ) (4 )
Gains on sales of other assets (1 ) (2 )
Impairment charges 1
—
Deferred income taxes 70
36
Accrued pension and other post-retirement benefit costs 3
4
Contributions to qualified pension plans (4 ) —
Payments for asset retirement obligations (4 ) (4 )
(Increase) decrease in
Net realized and unrealized mark-to-market and hedging transactions 1
—
Receivables 3
(1 )
Receivables from affiliated companies 48
(3 )
Inventory 1
(5 )
Other current assets (8 ) 50
Increase (decrease) in
Accounts payable (48 ) 13
Accounts payable to affiliated companies (4 ) (4 )
Taxes accrued (21 ) (13 )
Other current liabilities (6 ) (53 )
Other assets (13 ) (8 )
Other liabilities (2 ) (28 )
Net cash provided by operating activities 331
327
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures (457 ) (334 )
Notes receivable from affiliated companies 7
(47 )
Other (25 ) (21 )
Net cash used in investing activities (475 ) (402 )
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt 182
341
Payments for the redemption of long-term debt (2 ) (53 )
Notes payable to affiliated companies (16 ) (103 )
Dividends to parent (25 ) (25 )
Other (1 ) —
Net cash provided by financing activities 138
160
Net (decrease) increase in cash and cash equivalents (6 ) 85
Cash and cash equivalents at beginning of period 13
14
Cash and cash equivalents at end of period $ 7
$ 99
Supplemental Disclosures:
Significant non-cash transactions:
Accrued capital expenditures $ 65
$ 56

~~PART I~~

~~DUKE ENERGY OHIO, INC.~~

~~Condensed Consolidated Statements of Changes in Equity~~

~~(Unaudited)~~

Additional

Common
Paid-in
Accumulated
Total
(in millions) Stock
Capital
Deficit
Equity
Balance at December 31, 2015 $ 762
$ 2,720
$ (698 ) $ 2,784
Net income —
—
171
171
Dividends to parent —
(25 ) —
(25 )
Contribution from parent —
—
9
9
Balance at September 30, 2016 $ 762
$ 2,695
$ (518 ) $ 2,939

Balance at December 31, 2016 $ 762
$ 2,695
$ (461 ) $ 2,996
Net income —
—
127
127
Dividends to parent —
(25 ) —
(25 )
Balance at September 30, 2017 $ 762

$ 2,670

$ (334 )
$ 3,098

~~PART I~~

1-3543

DUKE ENERGY INDIANA, LLC

~~Condensed Consolidated Statements of Operations and Comprehensive Income~~(an Indiana limited liability company)

~~(Unaudited)~~1000 East Main Street

Plainfield, Indiana 46168

Three Months Ended Nine Months Ended
September 30, September 30,
(in millions) 2017
2016
2017
2016
Operating Revenues $ 802
$ 809
$ 2,302
$ 2,225
Operating Expenses
Fuel used in electric generation and purchased power 259
242
744
690
Operation, maintenance and other 175
175
541
526
Depreciation and amortization 120
123
336
345
Property and other taxes 19
22
56
67
Impairment charges —
8
—
8
Total operating expenses 573
570
1,677
1,636
Gain on Sale of Other Assets and Other, net 1

—
1
—
Operating Income 230
239

626

589
Other Income and Expenses, net 10
5
27
15
Interest Expense 44
45
132
136
Income Before Income Taxes 196
199

521

468
Income Tax Expense 75
70
203
159
Net Income $ 121
$ 129

$ 318

$ 309
Other Comprehensive Loss, net of tax
Reclassification into earnings from cash flow hedges —
—
—
(1 )
Comprehensive Income $ 121
$ 129

$ 318

$ 308
704-382-3853

35-0594457

~~PART I~~

~~DUKE ENERGY INDIANA, LLC~~

~~Condensed Consolidated Balance Sheets~~

~~(Unaudited)~~

(in millions) September 30, 2017
December 31, 2016
ASSETS
Current Assets
Cash and cash equivalents $ 22
$ 17
Receivables (net of allowance for doubtful accounts of $1 at 2017 and 2016) 74
105
Receivables from affiliated companies 83
114
Notes receivable from affiliated companies 29
86
Inventory 450
504
Regulatory assets 158
149
Other 34
45
Total current assets 850
1,020
Property, Plant and Equipment
Cost 14,716
14,241
Accumulated depreciation and amortization (4,592 ) (4,317 )
Net property, plant and equipment 10,124
9,924
Other Noncurrent Assets
Regulatory assets 1,123
1,073
Other 170
147
Total other noncurrent assets 1,293
1,220
Total Assets $ 12,267
$ 12,164
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable $ 188
$ 263
Accounts payable to affiliated companies 73
74
Taxes accrued 146
31
Interest accrued 54
61
Current maturities of long-term debt 3
3
Asset retirement obligations 58
—
Regulatory liabilities 28
40
Other 111
93
Total current liabilities 661
565
Long-Term Debt 3,632
3,633
Long-Term Debt Payable to Affiliated Companies 150
150
Other Noncurrent Liabilities
Deferred income taxes 1,979
1,900
Asset retirement obligations 735
866
Regulatory liabilities 735
748
Accrued pension and other post-retirement benefit costs 78
71
Investment tax credits 147
137
Other 65
27
Total other noncurrent liabilities 3,739
3,749
Commitments and Contingencies

Equity
Member's Equity 4,085
4,067
Total Liabilities and Equity $ 12,267
$ 12,164

~~PART I~~

~~DUKE ENERGY INDIANA, LLC~~

~~Condensed Consolidated Statements of Cash Flows~~

~~(Unaudited)~~

Nine Months Ended
September 30,
(in millions) 2017
2016
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 318
$ 309
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, amortization and accretion 339
347
Equity component of AFUDC (20 ) (11 )
Gain on sale of other assets and other, net (1 ) —
Impairment charges —
8
Deferred income taxes 101
122
Accrued pension and other post-retirement benefit costs 4
6
Payments for asset retirement obligations (26 ) (31 )
(Increase) decrease in
Receivables 53
16
Receivables from affiliated companies 31
(3 )
Inventory 54
146
Other current assets 18
(105 )
Increase (decrease) in
Accounts payable (71 ) (14 )
Accounts payable to affiliated companies (1 ) (1 )
Taxes accrued 115
12
Other current liabilities (18 ) (85 )
Other assets (24 ) (38 )
Other liabilities 32
64
Net cash provided by operating activities 904
742
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures (603 ) (540 )
Purchases of available-for-sale securities (15 ) (12 )
Proceeds from sales and maturities of available-for-sale securities 6
9
Notes receivable from affiliated companies 57
45
Other (40 ) (28 )
Net cash used in investing activities (595 ) (526 )
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt —
495
Payments for the redemption of long-term debt (3 ) (476 )
Distributions to parent (300 ) (149 )
Other (1 ) (1 )
Net cash used in financing activities (304 ) (131 )
Net increase in cash and cash equivalents 5

85
Cash and cash equivalents at beginning of period 17
9
Cash and cash equivalents at end of period $ 22
$ 94
Supplemental Disclosures:
Significant non-cash transactions:
Accrued capital expenditures $ 101
$ 56

~~PART I~~

~~DUKE ENERGY INDIANA, LLC~~

~~Condensed Consolidated Statements of Changes in Equity~~

~~(Unaudited)~~

Accumulated
Other
Comprehensive
Income
Additional
Net Gains on

Common
Paid-in
Retained
Member's
Cash Flow
Total
(in millions) Stock
Capital
Earnings
Equity
Hedges
Equity
Balance at December 31, 2015 $ 1
$ 1,384
$ 2,450
$ —
$ 1
$ 3,836
Net income —
—
—
309
—
309
Other comprehensive loss —
—
—
—
(1 ) (1 )
Distributions to parent —
—
—
(149 ) —
(149 )
Transfer to Member's Equity (1 ) (1,384 ) (2,450 ) 3,835
—
—
Balance at September 30, 2016 $ —
$ —
$ —

$ 3,995
$ —
$ 3,995

Balance at December 31, 2016 $ —
$ —
$ —
$ 4,067
$ —
$ 4,067
Net income —
—
—
318
—
318
Distributions to parent —
—
—
(300 ) —
(300 )
Balance at September 30, 2017 $ —
$ —
$ —

$ 4,085
$ —
$ 4,085

~~PART I~~

1-6196

PIEDMONT NATURAL GAS COMPANY, INC.

~~Condensed Consolidated Statements of Operations and Comprehensive Income~~(a North Carolina corporation)

~~(Unaudited)~~4720 Piedmont Row Drive

Charlotte, North Carolina 28210

704-364-3120

56-0556998

Three Months Ended Nine Months Ended
September 30, September 30,
2017
2016
2017
2016
Operating Revenues
Regulated natural gas $ 181
$ 155
$ 877
$ 815
Nonregulated natural gas and other 2
3
7
8
Total operating revenues 183
158
884
823
Operating Expenses
Cost of natural gas 63
42
333
289
Operation, maintenance and other 73
74
226
221
Depreciation and amortization 38
35
109
103
Property and other taxes 13
11
38
33
Impairment charges —
—
7
—
Total operating expenses 187
162
713
646
Operating (Loss) Income (4 ) (4 ) 171
177
Equity in earnings of unconsolidated affiliates 3
2
8
25
Other income and expenses, net —
(1 ) (1 ) (1 )
Total other income and expenses 3
1
7
24
Interest Expense 20
17
59
50
(Loss) Income Before Income Taxes (21 ) (20 ) 119
151
Income Tax (Benefit) Expense (10 ) (8 ) 43
57
Net (Loss) Income $ (11 ) $ (12 ) $ 76
$ 94
Other Comprehensive Income, net of tax
Reclassification into earnings from hedging activities of equity method investments —
1
—
1
Comprehensive (Loss) Income $ (11 ) $ (11 ) $ 76
$ 95



Duke Energy Corporation (Duke Energy)	Yesx	No ¨	Duke Energy Florida, LLC (Duke Energy Florida)	Yesx	~~PART I~~No ¨
Duke Energy Carolinas, LLC (Duke Energy Carolinas)	Yesx	No ¨	Duke Energy Ohio, Inc. (Duke Energy Ohio)	~~PIEDMONT NATURAL GAS COMPANY, INC.~~Yesx	~~Condensed Consolidated Balance Sheets~~No ¨
Progress Energy, Inc. (Progress Energy)	~~(Unaudited)~~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 ¨

(in millions) September 30, 2017
December 31, 2016
ASSETS
Current Assets
Cash and cash equivalents $ 12
$ 25
Receivables (net of allowance for doubtful accounts of $2 at 2017 and $3 at 2016) 77
232
Receivables from affiliated companies 8
7
Inventory 53
66
Regulatory assets 133
124
Income taxes receivable 99
9
Other 31
12
Total current assets 413
475
Property, Plant and Equipment
Cost 6,579
6,174
Accumulated depreciation and amortization (1,454 ) (1,360 )
Net property, plant and equipment 5,125
4,814
Other Noncurrent Assets
Goodwill 49
49
Regulatory assets 322
373
Investments in equity method unconsolidated affiliates 76
212
Other 11
21
Total other noncurrent assets 458
655
Total Assets $ 5,996
$ 5,944
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable $ 98
$ 155
Accounts payable to affiliated companies 7
8
Notes payable and commercial paper —
330
Notes payable to affiliated companies 284
—
Taxes accrued 30
67
Interest accrued 24
33
Current maturities of long-term debt —
35
Regulatory liabilities 3
—
Other 72
102
Total current liabilities 518
730
Long-Term Debt 2,036
1,786
Other Noncurrent Liabilities
Deferred income taxes 1,046
931
Asset retirement obligations 15
14
Regulatory liabilities 627
608
Accrued pension and other post-retirement benefit costs 14
14
Other 141
189
Total other noncurrent liabilities 1,843
1,756
Commitments and Contingencies

Equity
Common stock, no par value: 100 shares authorized and outstanding at 2017 and 2016 860
860
Retained earnings 739
812
Total equity 1,599
1,672
Total Liabilities and Equity $ 5,996
$ 5,944



Duke Energy	Yesx	No ¨	Duke Energy Florida	Yesx	~~PART I~~No ¨
Duke Energy Carolinas	Yesx	No ¨	Duke Energy Ohio	~~PIEDMONT NATURAL GAS COMPANY, INC.~~Yesx	~~Condensed Consolidated Statements of Cash Flows~~No ¨
Progress Energy	~~(Unaudited)~~Yesx	No ¨	Duke Energy Indiana	Yesx	No ¨
Duke Energy Progress	Yesx	No ¨	Piedmont	Yesx	No ¨

Nine Months Ended
September 30,
(in millions) 2017
2016
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 76
$ 94
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 112
111
Impairment charges 7
—
Deferred income taxes 127
50
Equity in earnings from unconsolidated affiliates (8 ) (25 )
Accrued pension and other post-retirement benefit costs 9
2
Contributions to qualified pension plans —
(1 )
Payments for asset retirement obligations —
(5 )
(Increase) decrease in
Receivables 157
88
Receivables from affiliated companies (1 ) —
Inventory 13
33
Other current assets (129 ) (50 )
Increase (decrease) in
Accounts payable (52 ) 11
Accounts payable to affiliated companies (1 ) —
Taxes accrued (37 ) 12
Other current liabilities (21 ) (11 )
Other assets (9 ) 55
Other liabilities (7 ) 17
Net cash provided by operating activities 236
381
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures (407 ) (416 )
Contributions to equity method investments (12 ) (40 )
Other 2
(2 )
Net cash used in investing activities (417 ) (458 )
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the:
Issuance of long-term debt 250
296
Issuance of common stock —
121
Payments for the redemption of long-term debt (35 ) (40 )
Notes payable and commercial paper (330 ) (210 )
Notes payable to affiliated companies 284
—
Dividends paid —
(82 )
Other (1 ) —
Net cash provided by financing activities 168
85
Net (decrease) increase in cash and cash equivalents (13 ) 8
Cash and cash equivalents at beginning of period 25
33
Cash and cash equivalents at end of period $ 12
$ 41
Supplemental Disclosures:
Significant non-cash transactions:
Accrued capital expenditures $ 47
$ 30
Transfer of ownership interest of certain equity method investees to parent 149
—



Duke Energy	Large accelerated filerx	Accelerated filer ¨	Non-accelerated filer ¨	~~PART I~~Smaller reporting company ¨	Emerging Growth Company ¨
Duke Energy Carolinas	Large accelerated filer ¨	~~PIEDMONT NATURAL GAS COMPANY, INC.~~Accelerated filer ¨	~~Condensed Consolidated Statements of Changes in Equity~~Non-accelerated filerx	~~(Unaudited)~~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 ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Accumulated
Other
Comprehensive
Income
Net Loss on

Hedging Activities

Common
Retained
of Unconsolidated
Total
(in millions) Stock
Earnings
Affiliates
Equity
Balance at December 31, 2015 $ 728
$ 731
$ (1 ) $ 1,458
Net income —
94
—
94
Other comprehensive income —
—
1
1
Common stock issuances, including dividend reinvestments and employee benefits 121
—
—
121
Common stock dividends —
(87 ) —
(87 )
Balance at September 30, 2016 $ 849
$ 738
$ —
$ 1,587

Balance at December 31, 2016 $ 860
$ 812
$ —
$ 1,672
Net income —
76
—
76
Transfer of ownership interest of certain equity method investees to parent —
(149 ) —
(149 )
Balance at September 30, 2017 $ 860
$ 739
$ —
$ 1,599



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

Number of shares of Common stock outstanding at July 31, 2018:



Registrant	Description	Shares
Duke Energy	Common stock, $0.001 par value	712,354,724

TABLE OF CONTENTS



	Cautionary Statement Regarding Forward-Looking Information

PART II. FINANCIAL INFORMATION
Item 1.	~~DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS,~~Financial Statements

	Duke Energy Corporation Financial Statements	6

	Duke Energy Carolinas, LLC ~~– PROGRESS ENERGY, INC. –~~Financial Statements	~~DUKE ENERGY PROGRESS,~~11

	Progress Energy, Inc. Financial Statements	15

	Duke Energy Progress, LLC ~~– DUKE ENERGY FLORIDA,~~Financial Statements	19

	Duke Energy Florida, LLC ~~– DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA,~~Financial Statements	23

	Duke Energy Ohio, Inc. Financial Statements	27

	Duke Energy Indiana, LLC ~~– PIEDMONT NATURAL GAS COMPANY, INC.~~Financial Statements	31

	Piedmont Natural Gas Company, Inc. Financial Statements	35

	Combined Notes to Condensed Consolidated Financial Statements
	Note 1 – ~~(Unaudited)~~Organization and Basis of Presentation	39
	Note 2 – Business Segments	43
	Note 3 – Regulatory Matters	46
	Note 4 – Commitments and Contingencies	56
	Note 5 – Debt and Credit Facilities	61
	Note 6 – Asset Retirement Obligations	62
	Note 7 – Goodwill	63
	Note 8 – Related Party Transactions	64
	Note 9 – Derivatives and Hedging	65
	Note 10 – Investments in Debt and Equity Securities	71
	Note 11 – Fair Value Measurements	77
	Note 12 – Variable Interest Entities	85
	Note 13 – Revenue	89
	Note 14 – Common Stock	94
	Note 15 – Stock-Based Compensation	95
	Note 16 – Employee Benefit Plans	96
	Note 17 – Income Taxes	100
	Note 18 – Subsequent Events	101

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	102

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	129

Item 4.	Controls and Procedures	129

PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	130

Item 1A.	Risk Factors	130

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	130

Item 6.	Exhibits	131

	Signatures	134

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION


◦	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 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 and 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;

◦


◦	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);


◦	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 new 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.

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.

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

DUKE ENERGY CORPORATION

Condensed Consolidated Statements of Operations

(Unaudited)



	Three Months Ended						Six Months Ended
	June 30,						June 30,
(in millions, except per-share amounts)	2018			2017			2018			2017
Operating Revenues
Regulated electric	$	5,178		$	5,118		$	10,462		$	10,031
Regulated natural gas	291			275			991			921
Nonregulated electric and other	174			162			325			332
Total operating revenues	5,643			5,555			11,778			11,284
Operating Expenses
Fuel used in electric generation and purchased power	1,574			1,541			3,250			2,990
Cost of natural gas	89			76			402			334
Operation, maintenance and other	1,544			1,441			3,008			2,909
Depreciation and amortization	973			835			1,940			1,694
Property and other taxes	315			307			631			611
Impairment charges	172			9			215			9
Total operating expenses	4,667			4,209			9,446			8,547
Gains (Losses) on Sales of Other Assets and Other, net	3			7			(97		)	18
Operating Income	979			1,353			2,235			2,755
Other Income and Expenses
Equity in earnings of unconsolidated affiliates	36			36			12			65
Other income and expenses, net	110			115			196			236
Total other income and expenses	146			151			208			301
Interest Expense	518			486			1,033			977
Income From Continuing Operations Before Income Taxes	607			1,018			1,410			2,079
Income Tax Expense From Continuing Operations	100			327			281			671
Income From Continuing Operations	507			691			1,129			1,408
Loss From Discontinued Operations, net of tax	(5		)	(2		)	(5		)	(2		)
Net Income	502			689			1,124			1,406
Less: Net Income Attributable to Noncontrolling Interests	2			3			4			4
Net Income Attributable to Duke Energy Corporation	$	500		$	686		$	1,120		$	1,402

Earnings Per Share – Basic and Diluted
Income from continuing operations attributable to Duke Energy Corporation common stockholders
Basic	$	0.72		$	0.98		$	1.60		$	2.00
Diluted	$	0.72		$	0.98		$	1.60		$	2.00
Loss from discontinued operations attributable to Duke Energy Corporation common stockholders
Basic	$	(0.01	)	$	—		$	(0.01	)	$	—
Diluted	$	(0.01	)	$	—		$	(0.01	)	$	—
Net income attributable to Duke Energy Corporation common stockholders
Basic	$	0.71		$	0.98		$	1.59		$	2.00
Diluted	$	0.71		$	0.98		$	1.59		$	2.00
Weighted average shares outstanding
Basic	703			700			702			700
Diluted	704			700			702			700

PART I

DUKE ENERGY CORPORATION

Condensed Consolidated Statements of Comprehensive Income

(Unaudited)



	Three Months Ended						Six Months Ended
	June 30,						June 30,
(in millions)	2018			2017			2018			2017
Net Income	$	502		$	689		$	1,124		$	1,406
Other Comprehensive (Loss) Income, net of tax
Pension and OPEB adjustments	1			1			2			2
Net unrealized gains (losses) on cash flow hedges	1			(6		)	13			(4		)
Reclassification into earnings from cash flow hedges	(2		)	4			(1		)	5
Unrealized (losses) gains on available-for-sale securities	(2		)	4			(5		)	8
Other Comprehensive (Loss) Income, net of tax	(2		)	3			9			11
Comprehensive Income	500			692			1,133			1,417
Less: Comprehensive Income Attributable to Noncontrolling Interests	2			3			4			4
Comprehensive Income Attributable to Duke Energy Corporation	$	498		$	689		$	1,129		$	1,413

PART I

DUKE ENERGY CORPORATION

Condensed Consolidated Balance Sheets

(Unaudited)



(in millions)	June 30, 2018			December 31, 2017
ASSETS
Current Assets
Cash and cash equivalents	$	304		$	358
Receivables (net of allowance for doubtful accounts of $18 at 2018 and $14 at 2017)	612			779
Receivables of VIEs (net of allowance for doubtful accounts of $56 at 2018 and $54 at 2017)	2,205			1,995
Inventory	3,177			3,250
Regulatory assets (includes $51 at 2018 and 2017 related to VIEs)	1,741			1,437
Other	437			634
Total current assets	8,476			8,453
Property, Plant and Equipment
Cost	130,616			127,507
Accumulated depreciation and amortization	(42,499		)	(41,537		)
Generation facilities to be retired, net	378			421
Net property, plant and equipment	88,495			86,391
Other Noncurrent Assets
Goodwill	19,396			19,396
Regulatory assets (includes $1,071 at 2018 and $1,091 at 2017 related to VIEs)	12,505			12,442
Nuclear decommissioning trust funds	7,132			7,097
Investments in equity method unconsolidated affiliates	1,168			1,175
Other	3,087			2,960
Total other noncurrent assets	43,288			43,070
Total Assets	$	140,259		$	137,914
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable	$	2,686		$	3,043
Notes payable and commercial paper	3,329			2,163
Taxes accrued	494			551
Interest accrued	530			525
Current maturities of long-term debt (includes $229 at 2018 and $225 at 2017 related to VIEs)	2,852			3,244
Asset retirement obligations	716			689
Regulatory liabilities	485			402
Other	1,699			1,865
Total current liabilities	12,791			12,482
Long-Term Debt (includes $4,179 at 2018 and $4,306 at 2017 related to VIEs)	49,863			49,035
Other Noncurrent Liabilities
Deferred income taxes	6,977			6,621
Asset retirement obligations	9,753			9,486
Regulatory liabilities	15,355			15,330
Accrued pension and other post-retirement benefit costs	1,014			1,103
Investment tax credits	534			539
Other	1,457			1,581
Total other noncurrent liabilities	35,090			34,660
Commitments and Contingencies
Equity
Common stock, $0.001 par value, 2 billion shares authorized; 712 million shares outstanding at 2018 and 700 million shares outstanding at 2017	1			1
Additional paid-in capital	39,682			38,792
Retained earnings	2,894			3,013
Accumulated other comprehensive loss	(70		)	(67		)
Total Duke Energy Corporation stockholders' equity	42,507			41,739
Noncontrolling interests	8			(2		)
Total equity	42,515			41,737
Total Liabilities and Equity	$	140,259		$	137,914

PART I

DUKE ENERGY CORPORATION

Condensed Consolidated Statements of Cash Flows

(Unaudited)



	Six Months Ended
	June 30,
(in millions)	2018			2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	1,124		$	1,406
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, amortization and accretion (including amortization of nuclear fuel)	2,250			1,953
Equity component of AFUDC	(106		)	(125		)
Losses (gains) on sales of other assets	97			(20		)
Impairment charges	215			9
Deferred income taxes	289			669
Equity in earnings of unconsolidated affiliates	(12		)	(65		)
Accrued pension and other post-retirement benefit costs	31			13
Contributions to qualified pension plans	(141		)	—
Payments for asset retirement obligations	(245		)	(272		)
Payment for disposal of other assets	(105		)	—
Other rate case adjustments	37			—
Provision for rate refunds	281			—
(Increase) decrease in
Net realized and unrealized mark-to-market and hedging transactions	7			(12		)
Receivables	(27		)	293
Inventory	70			153
Other current assets	21			(168		)
Increase (decrease) in
Accounts payable	(142		)	(505		)
Taxes accrued	(58		)	41
Other current liabilities	(214		)	(531		)
Other assets	(112		)	(37		)
Other liabilities	42			(2		)
Net cash provided by operating activities	3,302			2,800
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures	(4,375		)	(3,931		)
Contributions to equity method investments	(140		)	(287		)
Purchases of debt and equity securities	(1,908		)	(2,412		)
Proceeds from sales and maturities of debt and equity securities	1,866			2,439
Other	(88		)	(153		)
Net cash used in investing activities	(4,645		)	(4,344		)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the:
Issuance of long-term debt	2,727			2,734
Issuance of common stock	820			—
Payments for the redemption of long-term debt	(2,190		)	(1,009		)
Proceeds from the issuance of short-term debt with original maturities greater than 90 days	201			230
Payments for the redemption of short-term debt with original maturities greater than 90 days	(160		)	(32		)
Notes payable and commercial paper	1,090			783
Dividends paid	(1,199		)	(1,200		)
Other	(24		)	(32		)
Net cash provided by financing activities	1,265			1,474
Net decrease in cash, cash equivalents and restricted cash	(78		)	(70		)
Cash, cash equivalents and restricted cash at beginning of period	505			541
Cash, cash equivalents and restricted cash at end of period	$	427		$	471
Supplemental Disclosures:
Significant non-cash transactions:
Accrued capital expenditures	$	978		$	589
Non-cash dividends	52			—

PART I

DUKE ENERGY CORPORATION

Condensed Consolidated Statements of Changes in Equity

(Unaudited)



									Accumulated Other Comprehensive Income (Loss)
												Net Unrealized						Total
									Net Gains			(Losses) Gains						Duke Energy
	Common			Additional					(Losses) on			on Available-			Pension and			Corporation
	Stock	Common		Paid-in		Retained			Cash Flow			for-Sale-			OPEB			Stockholders'			Noncontrolling			Total
(in millions)	Shares	Stock		Capital		Earnings			Hedges			Securities			Adjustments			Equity			Interests			Equity
Balance at December 31, 2016	700	$	1	$	38,741	$	2,384		$	(20	)	$	(1	)	$	(72	)	$	41,033		$	8		$	41,041
Net income	—	—		—		1,402			—			—			—			1,402			4			1,406
Other comprehensive income	—	—		—		—			1			8			2			11			—			11
Common stock issuances, including dividend reinvestment and employee benefits	—	—		17		—			—			—			—			17			—			17
Common stock dividends	—	—		—		(1,200		)	—			—			—			(1,200		)	—			(1,200		)
Distributions to noncontrolling interest in subsidiaries	—	—		—		—			—			—			—			—			(2		)	(2		)
Other^(a)	—	—		—		21			—			—			—			21			—			21
Balance at June 30, 2017	700	$	1	$	38,758	$	2,607		$	(19	)	$	7		$	(70	)	$	41,284		$	10		$	41,294

Balance at December 31, 2017	700	$	1	$	38,792	$	3,013		$	(10	)	$	12		$	(69	)	$	41,739		$	(2	)	$	41,737
Net income	—	—		—		1,120			—			—			—			1,120			4			1,124
Other comprehensive income (loss)	—	—		—		—			12			(5		)	2			9			—			9
Common stock issuances, including dividend reinvestment and employee benefits	12	—		890		—			—			—			—			890			—			890
Common stock dividends	—	—		—		(1,251		)	—			—			—			(1,251		)	—			(1,251		)
Distributions to noncontrolling interest in subsidiaries	—	—		—		—			—			—			—			—			(1		)	(1		)
Other^(b)	—	—		—		12			—			(12		)	—			—			7			7
Balance at June 30, 2018	712	$	1	$	39,682	$	2,894		$	2		$	(5	)	$	(67	)	$	42,507		$	8		$	42,515


(a)	Cumulative-effect adjustment due to implementation of a new accounting standard related to stock-based compensation and the associated income taxes.


(b)	Amounts in Retained Earnings and Accumulated Other Comprehensive Loss represent a cumulative-effect adjustment due to implementation of a new accounting standard related to Financial Instruments Classification and Measurement. See Note 1 for more information.

PART I

DUKE ENERGY CAROLINAS, LLC

Condensed Consolidated Statements of Operations and Comprehensive Income

(Unaudited)



	Three Months Ended					Six Months Ended
	June 30,					June 30,
(in millions)	2018			2017		2018			2017
Operating Revenues	$	1,672		$	1,729	$	3,435		$	3,445
Operating Expenses
Fuel used in electric generation and purchased power	407			435		880			863
Operation, maintenance and other	499			483		950			978
Depreciation and amortization	289			269		561			523
Property and other taxes	75			71		147			139
Impairment charges	177			—		190			—
Total operating expenses	1,447			1,258		2,728			2,503
Losses on Sales of Other Assets and Other, net	(1		)	—		(1		)	—
Operating Income	224			471		706			942
Other Income and Expenses, net	35			50		74			100
Interest Expense	110			103		217			206
Income Before Income Taxes	149			418		563			836
Income Tax Expense	32			145		123			293
Net Income	$	117		$	273	$	440		$	543
Other Comprehensive Income, net of tax
Reclassification into earnings from cash flow hedges	—			1		1			1
Comprehensive Income	$	117		$	274	$	441		$	544

PART I

DUKE ENERGY CAROLINAS, LLC

Condensed Consolidated Balance Sheets

(Unaudited)



(in millions)	June 30, 2018			December 31, 2017
ASSETS
Current Assets
Cash and cash equivalents	$	16		$	16
Receivables (net of allowance for doubtful accounts of $2 at 2018 and 2017)	172			200
Receivables of VIEs (net of allowance for doubtful accounts of $7 at 2018 and 2017)	704			640
Receivables from affiliated companies	117			95
Inventory	984			971
Regulatory assets	420			299
Other	21			19
Total current assets	2,434			2,240
Property, Plant and Equipment
Cost	43,429			42,939
Accumulated depreciation and amortization	(15,248		)	(15,063		)
Net property, plant and equipment	28,181			27,876
Other Noncurrent Assets
Regulatory assets	3,234			2,853
Nuclear decommissioning trust funds	3,790			3,772
Other	1,036			979
Total other noncurrent assets	8,060			7,604
Total Assets	$	38,675		$	37,720
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable	$	809		$	842
Accounts payable to affiliated companies	158			209
Notes payable to affiliated companies	740			104
Taxes accrued	158			234
Interest accrued	109			108
Current maturities of long-term debt	505			1,205
Asset retirement obligations	227			337
Regulatory liabilities	131			126
Other	412			486
Total current liabilities	3,249			3,651
Long-Term Debt	9,589			8,598
Long-Term Debt Payable to Affiliated Companies	300			300
Other Noncurrent Liabilities
Deferred income taxes	3,507			3,413
Asset retirement obligations	3,592			3,273
Regulatory liabilities	6,292			6,231
Accrued pension and other post-retirement benefit costs	99			95
Investment tax credits	230			232
Other	515			566
Total other noncurrent liabilities	14,235			13,810
Commitments and Contingencies
Equity
Member's equity	11,308			11,368
Accumulated other comprehensive loss	(6		)	(7		)
Total equity	11,302			11,361
Total Liabilities and Equity	$	38,675		$	37,720

PART I

DUKE ENERGY CAROLINAS, LLC

Condensed Consolidated Statements of Cash Flows

(Unaudited)



	Six Months Ended
	June 30,
(in millions)	2018			2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	440		$	543
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization (including amortization of nuclear fuel)	707			688
Equity component of AFUDC	(39		)	(59		)
Losses on sales of other assets	1			—
Impairment charges	190			—
Deferred income taxes	90			283
Accrued pension and other post-retirement benefit costs	2			—
Contributions to qualified pension plans	(46		)	—
Payments for asset retirement obligations	(114		)	(123		)
Provision for rate refunds	121			—
(Increase) decrease in
Net realized and unrealized mark-to-market and hedging transactions	8			24
Receivables	(33		)	36
Receivables from affiliated companies	(22		)	78
Inventory	(16		)	(14		)
Other current assets	(33		)	(21		)
Increase (decrease) in
Accounts payable	(59		)	(125		)
Accounts payable to affiliated companies	(51		)	(120		)
Taxes accrued	(78		)	19
Other current liabilities	(123		)	(140		)
Other assets	(6		)	(44		)
Other liabilities	(29		)	(15		)
Net cash provided by operating activities	910			1,010
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures	(1,270		)	(1,092		)
Purchases of debt and equity securities	(976		)	(1,225		)
Proceeds from sales and maturities of debt and equity securities	976			1,228
Notes receivable from affiliated companies	—			66
Other	(64		)	(29		)
Net cash used in investing activities	(1,334		)	(1,052		)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt	991			—
Payments for the redemption of long-term debt	(702		)	(114		)
Notes payable to affiliated companies	636			534
Distributions to parent	(500		)	(375		)
Other	(1		)	(1		)
Net cash provided by financing activities	424			44
Net increase in cash and cash equivalents	—			2
Cash and cash equivalents at beginning of period	16			14
Cash and cash equivalents at end of period	$	16		$	16
Supplemental Disclosures:
Significant non-cash transactions:
Accrued capital expenditures	$	343		$	200

PART I

DUKE ENERGY CAROLINAS, LLC

Condensed Consolidated Statements of Changes in Equity

(Unaudited)



				Accumulated Other
				Comprehensive
				Loss
				Net Losses on
	Member's			Cash Flow			Total
(in millions)	Equity			Hedges			Equity
Balance at December 31, 2016	$	10,781		$	(9	)	$	10,772
Net income	543			—			543
Other comprehensive income	—			1			1
Distributions to parent	(375		)	—			(375		)
Other	(2		)	—			(2		)
Balance at June 30, 2017	$	10,947		$	(8	)	$	10,939

Balance at December 31, 2017	$	11,368		$	(7	)	$	11,361
Net income	440			—			440
Other comprehensive income	—			1			1
Distributions to parent	(500		)	—			(500		)
Balance at June 30, 2018	$	11,308		$	(6	)	$	11,302

PART I

PROGRESS ENERGY, INC.

Condensed Consolidated Statements of Operations and Comprehensive Income

(Unaudited)



	Three Months Ended					Six Months Ended
	June 30,					June 30,
(in millions)	2018			2017		2018			2017
Operating Revenues	$	2,498		$	2,392	$	5,074		$	4,571
Operating Expenses
Fuel used in electric generation and purchased power	895			831		1,871			1,557
Operation, maintenance and other	610			549		1,233			1,109
Depreciation and amortization	380			311		764			624
Property and other taxes	131			129		254			246
Impairment charges	4			2		33			2
Total operating expenses	2,020			1,822		4,155			3,538
Gains on Sales of Other Assets and Other, net	6			6		12			14
Operating Income	484			576		931			1,047
Other Income and Expenses, net	42			36		77			76
Interest Expense	203			196		412			402
Income Before Income Taxes	323			416		596			721
Income Tax Expense	56			139		92			243
Net Income	267			277		504			478
Less: Net Income Attributable to Noncontrolling Interests	2			3		4			5
Net Income Attributable to Parent	$	265		$	274	$	500		$	473

Net Income	$	267		$	277	$	504		$	478
Other Comprehensive Income, net of tax
Pension and OPEB adjustments	2			1		2			2
Net unrealized gains on cash flow hedges	1			5		3			6
Unrealized (losses) gains on available-for-sale securities	(1		)	1		(1		)	2
Other Comprehensive Income, net of tax	2			7		4			10
Comprehensive Income	269			284		508			488
Less: Comprehensive Income Attributable to Noncontrolling Interests	2			3		4			5
Comprehensive Income Attributable to Parent	$	267		$	281	$	504		$	483

PART I

PROGRESS ENERGY, INC.

Condensed Consolidated Balance Sheets

(Unaudited)



(in millions)	June 30, 2018			December 31, 2017
ASSETS
Current Assets
Cash and cash equivalents	$	37		$	40
Receivables (net of allowance for doubtful accounts of $5 at 2018 and $4 at 2017)	130			123
Receivables of VIEs (net of allowance for doubtful accounts of $7 at 2018 and 2017)	969			780
Receivables from affiliated companies	3			31
Notes receivable from affiliated companies	309			240
Inventory	1,521			1,592
Regulatory assets (includes $51 at 2018 and 2017 related to VIEs)	970			741
Other	356			334
Total current assets	4,295			3,881
Property, Plant and Equipment
Cost	48,896			47,323
Accumulated depreciation and amortization	(16,380		)	(15,857		)
Generation facilities to be retired, net	378			421
Net property, plant and equipment	32,894			31,887
Other Noncurrent Assets
Goodwill	3,655			3,655
Regulatory assets (includes $1,071 at 2018 and $1,091 at 2017 related to VIEs)	5,736			6,010
Nuclear decommissioning trust funds	3,342			3,324
Other	992			931
Total other noncurrent assets	13,725			13,920
Total Assets	$	50,914		$	49,688
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable	$	816		$	1,006
Accounts payable to affiliated companies	232			251
Notes payable to affiliated companies	1,152			805
Taxes accrued	181			101
Interest accrued	211			212
Current maturities of long-term debt (includes $53 at 2018 and 2017 related to VIEs)	1,321			771
Asset retirement obligations	386			295
Regulatory liabilities	233			213
Other	711			729
Total current liabilities	5,243			4,383
Long-Term Debt (includes $1,660 at 2018 and $1,689 at 2017 related to VIEs)	16,723			16,916
Long-Term Debt Payable to Affiliated Companies	150			150
Other Noncurrent Liabilities
Deferred income taxes	3,806			3,502
Asset retirement obligations	5,052			5,119
Regulatory liabilities	5,193			5,306
Accrued pension and other post-retirement benefit costs	519			545
Other	256			302
Total other noncurrent liabilities	14,826			14,774
Commitments and Contingencies
Equity
Common stock, $0.01 par value, 100 shares authorized and outstanding at 2018 and 2017	—			—
Additional paid-in capital	9,143			9,143
Retained earnings	4,855			4,350
Accumulated other comprehensive loss	(26		)	(25		)
Total Progress Energy, Inc. stockholders' equity	13,972			13,468
Noncontrolling interests	—			(3		)
Total equity	13,972			13,465
Total Liabilities and Equity	$	50,914		$	49,688

PART I

PROGRESS ENERGY, INC.

Condensed Consolidated Statements of Cash Flows

(Unaudited)



	Six Months Ended
	June 30,
(in millions)	2018			2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	504		$	478
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, amortization and accretion (including amortization of nuclear fuel)	945			733
Equity component of AFUDC	(52		)	(48		)
Gains on sales of other assets	(12		)	(15		)
Impairment charges	33			2
Deferred income taxes	240			412
Accrued pension and other post-retirement benefit costs	12			(5		)
Contributions to qualified pension plans	(45		)	—
Payments for asset retirement obligations	(108		)	(128		)
Other rate case adjustments	37			—
Provision for rate refunds	65			—
(Increase) decrease in
Net realized and unrealized mark-to-market and hedging transactions	14			—
Receivables	(196		)	(64		)
Receivables from affiliated companies	28			99
Inventory	71			95
Other current assets	(214		)	(220		)
Increase (decrease) in
Accounts payable	15			(211		)
Accounts payable to affiliated companies	(19		)	(140		)
Taxes accrued	80			81
Other current liabilities	(58		)	(148		)
Other assets	(186		)	(69		)
Other liabilities	4			(18		)
Net cash provided by operating activities	1,158			834
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures	(1,727		)	(1,733		)
Purchases of debt and equity securities	(812		)	(1,108		)
Proceeds from sales and maturities of debt and equity securities	820			1,123
Notes receivable from affiliated companies	(69		)	(60		)
Other	(81		)	(22		)
Net cash used in investing activities	(1,869		)	(1,800		)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt	989			923
Payments for the redemption of long-term debt	(635		)	(326		)
Notes payable to affiliated companies	347			341
Other	(3		)	(3		)
Net cash provided by financing activities	698			935
Net decrease in cash, cash equivalents and restricted cash	(13		)	(31		)
Cash, cash equivalents and restricted cash at beginning of period	87			110
Cash, cash equivalents and restricted cash at end of period	$	74		$	79
Supplemental Disclosures:
Significant non-cash transactions:
Accrued capital expenditures	$	366		$	174

PART I

PROGRESS ENERGY, INC.

Condensed Consolidated Statements of Changes in Equity

(Unaudited)



					Accumulated Other Comprehensive Income (Loss)
								Net Unrealized						Total Progress
	Additional				Net Losses on			Gains (losses) on			Pension and			Energy, Inc.
	Paid-in		Retained		Cash Flow			Available-for-			OPEB			Stockholders'		Noncontrolling			Total
(in millions)	Capital		Earnings		Hedges			Sale Securities			Adjustments			Equity		Interests			Equity
Balance at December 31, 2016	$	8,094	$	3,764	$	(23	)	$	1		$	(16	)	$	11,820	$	(13	)	$	11,807
Net income	—		473		—			—			—			473		5			478
Other comprehensive income	—		—		6			2			2			10		—			10
Other	2		—		—			—			—			2		—			2
Balance at June 30, 2017	$	8,096	$	4,237	$	(17	)	$	3		$	(14	)	$	12,305	$	(8	)	$	12,297

Balance at December 31, 2017	$	9,143	$	4,350	$	(18	)	$	5		$	(12	)	$	13,468	$	(3	)	$	13,465
Net income	—		500		—			—			—			500		4			504
Other comprehensive income (loss)	—		—		3			(1		)	2			4		—			4
Distributions to noncontrolling interests	—		—		—			—			—			—		(1		)	(1		)
Other^(a)	—		5		—			(5		)	—			—		—			—
Balance at June 30, 2018	$	9,143	$	4,855	$	(15	)	$	(1	)	$	(10	)	$	13,972	$	—		$	13,972


(a)	Amounts in Retained Earnings and Accumulated Other Comprehensive Loss represent a cumulative-effect adjustment due to implementation of a new accounting standard related to Financial Instruments Classification and Measurement. See Note 1 for more information.

PART I

DUKE ENERGY PROGRESS, LLC

Condensed Consolidated Statements of Operations and Comprehensive Income

(Unaudited)



	Three Months Ended				Six Months Ended
	June 30,				June 30,
(in millions)	2018		2017		2018		2017
Operating Revenues	$	1,291	$	1,199	$	2,751	$	2,418
Operating Expenses
Fuel used in electric generation and purchased power	408		375		917		739
Operation, maintenance and other	375		342		756		704
Depreciation and amortization	235		173		470		354
Property and other taxes	40		40		75		80
Impairment charges	1		—		33		—
Total operating expenses	1,059		930		2,251		1,877
Gains on Sales of Other Assets and Other, net	1		1		2		3
Operating Income	233		270		502		544
Other Income and Expenses, net	19		26		37		57
Interest Expense	78		70		159		152
Income Before Income Taxes	174		226		380		449
Income Tax Expense	35		72		64		148
Net Income and Comprehensive Income	$	139	$	154	$	316	$	301

PART I

DUKE ENERGY PROGRESS, LLC

Condensed Consolidated Balance Sheets

(Unaudited)



(in millions)	June 30, 2018			December 31, 2017
ASSETS
Current Assets
Cash and cash equivalents	$	18		$	20
Receivables (net of allowance for doubtful accounts of $2 at 2018 and $1 at 2017)	50			56
Receivables of VIEs (net of allowance for doubtful accounts of $5 at 2018 and 2017)	568			459
Receivables from affiliated companies	1			3
Inventory	976			1,017
Regulatory assets	532			352
Other	33			97
Total current assets	2,178			2,004
Property, Plant and Equipment
Cost	30,535			29,583
Accumulated depreciation and amortization	(11,296		)	(10,903		)
Generation facilities to be retired, net	378			421
Net property, plant and equipment	19,617			19,101
Other Noncurrent Assets
Regulatory assets	3,573			3,507
Nuclear decommissioning trust funds	2,627			2,588
Other	635			599
Total other noncurrent assets	6,835			6,694
Total Assets	$	28,630		$	27,799
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable	$	375		$	402
Accounts payable to affiliated companies	175			179
Notes payable to affiliated companies	540			240
Taxes accrued	90			64
Interest accrued	103			102
Current maturities of long-term debt	603			3
Asset retirement obligations	381			295
Regulatory liabilities	157			139
Other	344			376
Total current liabilities	2,768			1,800
Long-Term Debt	6,605			7,204
Long-Term Debt Payable to Affiliated Companies	150			150
Other Noncurrent Liabilities
Deferred income taxes	1,957			1,883
Asset retirement obligations	4,454			4,378
Regulatory liabilities	3,998			3,999
Accrued pension and other post-retirement benefit costs	243			248
Investment tax credits	142			143
Other	48			45
Total other noncurrent liabilities	10,842			10,696
Commitments and Contingencies
Equity
Member's Equity	8,265			7,949
Total Liabilities and Equity	$	28,630		$	27,799

PART I

DUKE ENERGY PROGRESS, LLC

Condensed Consolidated Statements of Cash Flows

(Unaudited)



	Six Months Ended
	June 30,
(in millions)	2018			2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	316		$	301
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization (including amortization of nuclear fuel)	565			453
Equity component of AFUDC	(26		)	(26		)
Gains on sales of other assets	(2		)	(4		)
Impairment charges	33			—
Deferred income taxes	53			224
Accrued pension and other post-retirement benefit costs	7			(10		)
Contributions to qualified pension plans	(25		)	—
Payments for asset retirement obligations	(89		)	(101		)
Other rate case adjustments	37			—
Provision for rate refunds	65			—
(Increase) decrease in
Net realized and unrealized mark-to-market and hedging transactions	6			(3		)
Receivables	(104		)	3
Receivables from affiliated companies	2			—
Inventory	41			23
Other current assets	(111		)	(50		)
Increase (decrease) in
Accounts payable	(17		)	(218		)
Accounts payable to affiliated companies	(4		)	(58		)
Taxes accrued	26			(43		)
Other current liabilities	(38		)	(111		)
Other assets	10			(37		)
Other liabilities	13			(9		)
Net cash provided by operating activities	758			334
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures	(996		)	(840		)
Purchases of debt and equity securities	(573		)	(819		)
Proceeds from sales and maturities of debt and equity securities	556			805
Notes receivable from affiliated companies	—			165
Other	(45		)	(22		)
Net cash used in investing activities	(1,058		)	(711		)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt	—			15
Payments for the redemption of long-term debt	—			(269		)
Notes payable to affiliated companies	300			633
Other	(2		)	(1		)
Net cash provided by financing activities	298			378
Net (decrease) increase in cash and cash equivalents	(2		)	1
Cash and cash equivalents at beginning of period	20			11
Cash and cash equivalents at end of period	$	18		$	12
Supplemental Disclosures:
Significant non-cash transactions:
Accrued capital expenditures	$	172		$	52

PART I

DUKE ENERGY PROGRESS, LLC

Condensed Consolidated Statements of Changes in Equity

(Unaudited)



	Member's
(in millions)	Equity
Balance at December 31, 2016	$	7,358
Net income	301
Balance at June 30, 2017	$	7,659

Balance at December 31, 2017	$	7,949
Net income	316
Balance at June 30, 2018	$	8,265

PART I

DUKE ENERGY FLORIDA, LLC

Condensed Consolidated Statements of Operations and Comprehensive Income

(Unaudited)



	Three Months Ended					Six Months Ended
	June 30,					June 30,
(in millions)	2018			2017		2018			2017
Operating Revenues	$	1,203		$	1,191	$	2,318		$	2,150
Operating Expenses
Fuel used in electric generation and purchased power	486			455		953			817
Operation, maintenance and other	237			208		474			403
Depreciation and amortization	144			137		294			269
Property and other taxes	91			89		179			166
Impairment charges	—			1		—			2
Total operating expenses	958			890		1,900			1,657
Operating Income	245			301		418			493
Other Income and Expenses, net	26			19		47			39
Interest Expense	66			70		137			140
Income Before Income Taxes	205			250		328			392
Income Tax Expense	37			92		57			144
Net Income	$	168		$	158	$	271		$	248
Other Comprehensive (Loss) Income, net of tax
Unrealized (losses) gains on available-for-sale securities	(1		)	1		(1		)	2
Comprehensive Income	$	167		$	159	$	270		$	250

PART I

DUKE ENERGY FLORIDA, LLC

Condensed Consolidated Balance Sheets

(Unaudited)



(in millions)	June 30, 2018			December 31, 2017
ASSETS
Current Assets
Cash and cash equivalents	$	14		$	13
Receivables (net of allowance for doubtful accounts of $3 at 2018 and 2017)	78			65
Receivables of VIEs (net of allowance for doubtful accounts of $2 at 2018 and 2017)	400			321
Receivables from affiliated companies	6			2
Notes receivable from affiliated companies	423			313
Inventory	546			574
Regulatory assets (includes $51 at 2018 and 2017 related to VIEs)	439			389
Other (includes $31 at 2018 and $40 at 2017 related to VIEs)	183			86
Total current assets	2,089			1,763
Property, Plant and Equipment
Cost	18,353			17,730
Accumulated depreciation and amortization	(5,079		)	(4,947		)
Net property, plant and equipment	13,274			12,783
Other Noncurrent Assets
Regulatory assets (includes $1,071 at 2018 and $1,091 at 2017 related to VIEs)	2,163			2,503
Nuclear decommissioning trust funds	715			736
Other	307			284
Total other noncurrent assets	3,185			3,523
Total Assets	$	18,548		$	18,069
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable	$	440		$	602
Accounts payable to affiliated companies	63			74
Taxes accrued	115			34
Interest accrued	53			56
Current maturities of long-term debt (includes $53 at 2018 and 2017 related to VIEs)	269			768
Asset retirement obligations	5			—
Regulatory liabilities	76			74
Other	357			334
Total current liabilities	1,378			1,942
Long-Term Debt (includes $1,361 at 2018 and $1,389 at 2017 related to VIEs)	7,183			6,327
Other Noncurrent Liabilities
Deferred income taxes	2,007			1,761
Asset retirement obligations	597			742
Regulatory liabilities	1,194			1,307
Accrued pension and other post-retirement benefit costs	243			264
Other	58			108
Total other noncurrent liabilities	4,099			4,182
Commitments and Contingencies
Equity
Member's equity	5,890			5,614
Accumulated other comprehensive (loss) income	(2		)	4
Total equity	5,888			5,618
Total Liabilities and Equity	$	18,548		$	18,069

PART I

DUKE ENERGY FLORIDA, LLC

Condensed Consolidated Statements of Cash Flows

(Unaudited)



	Six Months Ended
	June 30,
(in millions)	2018			2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	271		$	248
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, amortization and accretion	374			274
Equity component of AFUDC	(26		)	(22		)
Impairment charges	—			2
Deferred income taxes	206			186
Accrued pension and other post-retirement benefit costs	3			2
Contributions to qualified pension plans	(20		)	—
Payments for asset retirement obligations	(19		)	(27		)
(Increase) decrease in
Net realized and unrealized mark-to-market and hedging transactions	6			2
Receivables	(92		)	(65		)
Receivables from affiliated companies	(4		)	—
Inventory	28			72
Other current assets	(114		)	(67		)
Increase (decrease) in
Accounts payable	34			7
Accounts payable to affiliated companies	(11		)	(83		)
Taxes accrued	81			78
Other current liabilities	(21		)	(57		)
Other assets	(196		)	(32		)
Other liabilities	(10		)	(5		)
Net cash provided by operating activities	490			513
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures	(731		)	(893		)
Purchases of debt and equity securities	(239		)	(289		)
Proceeds from sales and maturities of debt and equity securities	264			318
Notes receivable from affiliated companies	(110		)	(230		)
Other	(35		)	—
Net cash used in investing activities	(851		)	(1,094		)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt	989			908
Payments for the redemption of long-term debt	(635		)	(57		)
Notes payable to affiliated companies	—			(297		)
Other	(1		)	(1		)
Net cash provided by financing activities	353			553
Net decrease in cash, cash equivalents and restricted cash	(8		)	(28		)
Cash, cash equivalents and restricted cash at beginning of period	53			69
Cash, cash equivalents and restricted cash at end of period	$	45		$	41
Supplemental Disclosures:
Significant non-cash transactions:
Accrued capital expenditures	$	194		$	122

PART I

DUKE ENERGY FLORIDA, LLC

Condensed Consolidated Statements of Changes in Equity

(Unaudited)



			Accumulated
			Other
			Comprehensive
			Income (Loss)
			Net Unrealized
			Gains (Losses) on
	Member's		Available-for-Sale			Total
(in millions)	Equity		Securities			Equity
Balance at December 31, 2016	$	4,899	$	1		$	4,900
Net income	248		—			248
Other comprehensive income	—		2			2
Other	2		—			2
Balance at June 30, 2017	$	5,149	$	3		$	5,152

Balance at December 31, 2017	$	5,614	$	4		$	5,618
Net income	271		—			271
Other comprehensive loss	—		(1		)	(1		)
Other^(a)	5		(5		)	—
Balance at June 30, 2018	$	5,890	$	(2	)	$	5,888

~~Index to Combined Notes to Condensed Consolidated Financial Statements~~

~~The unaudited notes to the condensed consolidated financial statements that follow are~~

(a)

Amounts in Member's Equity and Accumulated Other Comprehensive Income (Loss) represent a ~~combined presentation. The following list indicates the registrants to which the footnotes apply.~~

Applicable Notes
Registrant 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18
Duke Energy Corporation • • • • • • • • • • • • • • • • •
Duke Energy Carolinas, LLC • • • • • • • • • • • • • •
Progress Energy, Inc. • • • • • • • • • • • • • • •
Duke Energy Progress, LLC • • • • • • • • • • • • • •
Duke Energy Florida, LLC • • • • • • • • • • • • • •
Duke Energy Ohio, Inc. • • • • • • • • • • • • • • •
Duke Energy Indiana, LLC • • • • • • • • • • • • • •
Piedmont Natural Gas Company, Inc. • • • • • • • • • • • • • • • • •

~~Tables within the notes may not sum across~~cumulative-effect adjustment due to ~~(i) Progress Energy's consolidation~~implementation of a new accounting standard related to Financial Instruments Classification and Measurement. See Note 1 for more information.

PART I

DUKE ENERGY OHIO, INC.

Condensed Consolidated Statements of Operations and Comprehensive Income

(Unaudited)



	Three Months Ended				Six Months Ended
	June 30,				June 30,
(in millions)	2018		2017		2018			2017
Operating Revenues
Regulated electric	$	346	$	328	$	682		$	665
Regulated natural gas	103		100		277			270
Nonregulated electric and other	10		9		24			20
Total operating revenues	459		437		983			955
Operating Expenses
Fuel used in electric generation and purchased power – regulated	93		86		185			183
Fuel used in electric generation and purchased power – nonregulated	14		14		29			29
Cost of natural gas	15		10		69			64
Operation, maintenance and other	130		132		261			263
Depreciation and amortization	62		63		132			130
Property and other taxes	68		67		145			139
Impairment charges	—		1		—			1
Total operating expenses	382		373		821			809
Loss on Sales of Other Assets and Other, net	—		—		(106		)	—
Operating Income	77		64		56			146
Other Income and Expenses, net	8		5		14			10
Interest Expense	23		23		45			45
Income Before Income Taxes	62		46		25			111
Income Tax Expense	16		16		4			39
Net Income and Comprehensive Income	$	46	$	30	$	21		$	72

PART I

DUKE ENERGY OHIO, INC.

Condensed Consolidated Balance Sheets

(Unaudited)



(in millions)	June 30, 2018			December 31, 2017
ASSETS
Current Assets
Cash and cash equivalents	$	7		$	12
Receivables (net of allowance for doubtful accounts of $3 at 2018 and 2017)	87			68
Receivables from affiliated companies	71			133
Notes receivable from affiliated companies	—			14
Inventory	124			133
Regulatory assets	46			49
Other	30			39
Total current assets	365			448
Property, Plant and Equipment
Cost	9,024			8,732
Accumulated depreciation and amortization	(2,696		)	(2,691		)
Net property, plant and equipment	6,328			6,041
Other Noncurrent Assets
Goodwill	920			920
Regulatory assets	425			445
Other	63			21
Total other noncurrent assets	1,408			1,386
Total Assets	$	8,101		$	7,875
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable	$	267		$	313
Accounts payable to affiliated companies	47			62
Notes payable to affiliated companies	219			29
Taxes accrued	127			190
Interest accrued	21			21
Current maturities of long-term debt	452			3
Asset retirement obligations	5			3
Regulatory liabilities	51			36
Other	71			71
Total current liabilities	1,260			728
Long-Term Debt	1,589			2,039
Long-Term Debt Payable to Affiliated Companies	25			25
Other Noncurrent Liabilities
Deferred income taxes	778			781
Asset retirement obligations	84			81
Regulatory liabilities	896			891
Accrued pension and other post-retirement benefit costs	83			59
Other	96			108
Total other noncurrent liabilities	1,937			1,920
Commitments and Contingencies
Equity
Common stock, $8.50 par value, 120 million shares authorized; 90 million shares outstanding at 2018 and 2017	762			762
Additional paid-in capital	2,776			2,670
Accumulated deficit	(248		)	(269		)
Total equity	3,290			3,163
Total Liabilities and Equity	$	8,101		$	7,875

PART I

DUKE ENERGY OHIO, INC.

Condensed Consolidated Statements of Cash Flows

(Unaudited)



	Six Months Ended
	June 30,
(in millions)	2018			2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	21		$	72
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	134			132
Equity component of AFUDC	(8		)	(5		)
Losses on sales of other assets	106			—
Impairment charges	—			1
Deferred income taxes	(2		)	64
Accrued pension and other post-retirement benefit costs	2			2
Payments for asset retirement obligations	(2		)	(3		)
Provision for rate refunds	19			—
(Increase) decrease in
Receivables	(7		)	11
Receivables from affiliated companies	62			55
Inventory	9			6
Other current assets	24			(11		)
Increase (decrease) in
Accounts payable	(34		)	(4		)
Accounts payable to affiliated companies	(15		)	(16		)
Taxes accrued	(63		)	(79		)
Other current liabilities	8			(15		)
Other assets	(7		)	(12		)
Other liabilities	(18		)	(8		)
Net cash provided by operating activities	229			190
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures	(392		)	(286		)
Cost of removal, net of salvage	(43		)	(13		)
Notes receivable from affiliated companies	14			31
Net cash used in investing activities	(421		)	(268		)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt	—			93
Payments for the redemption of long-term debt	(3		)	(1		)
Notes payable to affiliated companies	190			8
Dividends to parent	—			(25		)
Other	—			(1		)
Net cash provided by financing activities	187			74
Net decrease in cash and cash equivalents	(5		)	(4		)
Cash and cash equivalents at beginning of period	12			13
Cash and cash equivalents at end of period	$	7		$	9
Supplemental Disclosures:
Significant non-cash transactions:
Accrued capital expenditures	$	70		$	59
Non-cash equity contribution from parent	106			—

PART I

DUKE ENERGY OHIO, INC.

Condensed Consolidated Statements of Changes in Equity

(Unaudited)



			Additional
	Common		Paid-in			Accumulated			Total
(in millions)	Stock		Capital			Deficit			Equity
Balance at December 31, 2016	$	762	$	2,695		$	(461	)	$	2,996
Net income	—		—			72			72
Dividends to parent	—		(25		)	—			(25		)
Balance at June 30, 2017	$	762	$	2,670		$	(389	)	$	3,043

Balance at December 31, 2017	$	762	$	2,670		$	(269	)	$	3,163
Net income	—		—			21			21
Contribution from parent^(a)	—		106			—			106
Balance at June 30, 2018	$	762	$	2,776		$	(248	)	$	3,290

(a)

Represents a non-cash settlement through equity of an intercompany payable from Duke Energy Progress, Duke Energy Florida and other subsidiaries that are not registrants, (ii) subsidiaries that are not registrants but included in the consolidated Duke Energy balances and (iii) the Piedmont registrant not included in the consolidated Duke Energy results for the three and nine months ended September 30, 2016, as Piedmont results were not consolidated by Duke Energy until after the acquisition date of October 3, 2016.Ohio to its parent.

PART I

DUKE ENERGY INDIANA, LLC

Condensed Consolidated Statements of Operations and Comprehensive Income

(Unaudited)



	Three Months Ended				Six Months Ended
	June 30,				June 30,
(in millions)	2018		2017		2018		2017
Operating Revenues	$	738	$	742	$	1,469	$	1,500
Operating Expenses
Fuel used in electric generation and purchased power	226		234		458		485
Operation, maintenance and other	197		194		378		369
Depreciation and amortization	126		91		256		216
Property and other taxes	20		15		40		37
Total operating expenses	569		534		1,132		1,107
Operating Income	169		208		337		393
Other Income and Expenses, net	6		11		13		20
Interest Expense	43		44		83		88
Income Before Income Taxes	132		175		267		325
Income Tax Expense	34		69		69		128
Net Income and Comprehensive Income	$	98	$	106	$	198	$	197

PART I

DUKE ENERGY INDIANA, LLC

Condensed Consolidated Balance Sheets

(Unaudited)



(in millions)	June 30, 2018			December 31, 2017
ASSETS
Current Assets
Cash and cash equivalents	$	24		$	9
Receivables (net of allowance for doubtful accounts of $2 at 2018 and 2017)	54			57
Receivables from affiliated companies	89			125
Inventory	470			450
Regulatory assets	191			165
Other	52			30
Total current assets	880			836
Property, Plant and Equipment
Cost	15,213			14,948
Accumulated depreciation and amortization	(4,767		)	(4,662		)
Net property, plant and equipment	10,446			10,286
Other Noncurrent Assets
Regulatory assets	1,021			978
Other	224			189
Total other noncurrent assets	1,245			1,167
Total Assets	$	12,571		$	12,289
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable	$	171		$	196
Accounts payable to affiliated companies	58			78
Notes payable to affiliated companies	221			161
Taxes accrued	54			95
Interest accrued	59			57
Current maturities of long-term debt	62			3
Asset retirement obligations	98			54
Regulatory liabilities	19			24
Other	123			104
Total current liabilities	865			772
Long-Term Debt	3,570			3,630
Long-Term Debt Payable to Affiliated Companies	150			150
Other Noncurrent Liabilities
Deferred income taxes	957			925
Asset retirement obligations	758			727
Regulatory liabilities	1,755			1,723
Accrued pension and other post-retirement benefit costs	111			76
Investment tax credits	147			147
Other	14			18
Total other noncurrent liabilities	3,742			3,616
Commitments and Contingencies
Equity
Member's Equity	4,244			4,121
Total Liabilities and Equity	$	12,571		$	12,289

PART I

DUKE ENERGY INDIANA, LLC

Condensed Consolidated Statements of Cash Flows

(Unaudited)



	Six Months Ended
	June 30,
(in millions)	2018			2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	198		$	197
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, amortization and accretion	258			218
Equity component of AFUDC	(7		)	(12		)
Deferred income taxes	36			131
Accrued pension and other post-retirement benefit costs	3			3
Contributions to qualified pension plans	(8		)	—
Payments for asset retirement obligations	(21		)	(17		)
Provision for rate refunds	49			—
(Increase) decrease in
Net realized and unrealized mark-to-market and hedging transactions	—			1
Receivables	2			73
Receivables from affiliated companies	36			27
Inventory	(20		)	34
Other current assets	(35		)	(15		)
Increase (decrease) in
Accounts payable	33			(68		)
Accounts payable to affiliated companies	(19		)	(24		)
Taxes accrued	(41		)	(3		)
Other current liabilities	3			(11		)
Other assets	20			(13		)
Other liabilities	(21		)	(9		)
Net cash provided by operating activities	466			512
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures	(416		)	(397		)
Purchases of debt and equity securities	(34		)	(10		)
Proceeds from sales and maturities of debt and equity securities	13			4
Notes receivable from affiliated companies	—			67
Other	2			(23		)
Net cash used in investing activities	(435		)	(359		)
CASH FLOWS FROM FINANCING ACTIVITIES
Payments for the redemption of long-term debt	—			(2		)
Notes payable to affiliated companies	60			—
Distributions to parent	(75		)	(150		)
Other	(1		)	(1		)
Net cash used in financing activities	(16		)	(153		)
Net increase in cash and cash equivalents	15			—
Cash and cash equivalents at beginning of period	9			17
Cash and cash equivalents at end of period	$	24		$	17
Supplemental Disclosures:
Significant non-cash transactions:
Accrued capital expenditures	$	62		$	81

PART I

DUKE ENERGY INDIANA, LLC

Condensed Consolidated Statements of Changes in Equity

(Unaudited)



	Member's
(in millions)	Equity
Balance at December 31, 2016	$	4,067
Net income	197
Distributions to parent	(150		)
Balance at June 30, 2017	$	4,114

Balance at December 31, 2017	$	4,121
Net income	198
Distributions to parent	(75		)
Balance at June 30, 2018	$	4,244

PART I

PIEDMONT NATURAL GAS COMPANY, INC.

Condensed Consolidated Statements of Operations and Comprehensive Income

(Unaudited)



	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2018			2017			2018		2017
Operating Revenues	$	215		$	201		$	768	$	701
Operating Expenses
Cost of natural gas	74			65			333		270
Operation, maintenance and other	85			76			167		153
Depreciation and amortization	39			36			78		71
Property and other taxes	12			12			24		25
Impairment charges	—			7			—		7
Total operating expenses	210			196			602		526
Operating Income	5			5			166		175
Other Income and Expenses
Equity in earnings of unconsolidated affiliates	1			2			3		5
Other income and expenses, net	3			(1		)	6		(1		)
Total other income and expenses	4			1			9		4
Interest Expense	20			19			41		39
(Loss) Income Before Income Taxes	(11		)	(13		)	134		140
Income Tax (Benefit) Expense	(3		)	(5		)	32		53
Net (Loss) Income and Comprehensive (Loss) Income	$	(8	)	$	(8	)	$	102	$	87

PART I

PIEDMONT NATURAL GAS COMPANY, INC.

Condensed Consolidated Balance Sheets

(Unaudited)



(in millions)	June 30, 2018			December 31, 2017
ASSETS
Current Assets
Cash and cash equivalents	$	8		$	19
Receivables (net of allowance for doubtful accounts of $3 at 2018 and $2 at 2017)	109			275
Receivables from affiliated companies	11			7
Notes receivable from affiliated companies	77			—
Inventory	38			66
Regulatory assets	35			95
Other	36			52
Total current assets	314			514
Property, Plant and Equipment
Cost	7,089			6,725
Accumulated depreciation and amortization	(1,533		)	(1,479		)
Net property, plant and equipment	5,556			5,246
Other Noncurrent Assets
Goodwill	49			49
Regulatory assets	297			283
Investments in equity method unconsolidated affiliates	62			61
Other	65			65
Total other noncurrent assets	473			458
Total Assets	$	6,343		$	6,218
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable	$	133		$	125
Accounts payable to affiliated companies	1			13
Notes payable to affiliated companies	—			364
Taxes accrued	23			19
Interest accrued	31			31
Current maturities of long-term debt	250			250
Regulatory liabilities	51			3
Other	53			69
Total current liabilities	542			874
Long-Term Debt	1,787			1,787
Other Noncurrent Liabilities
Deferred income taxes	569			564
Asset retirement obligations	15			15
Regulatory liabilities	1,183			1,141
Accrued pension and other post-retirement benefit costs	3			5
Other	180			170
Total other noncurrent liabilities	1,950			1,895
Commitments and Contingencies
Equity
Common stock, no par value: 100 shares authorized and outstanding at 2018 and 2017	1,160			860
Retained earnings	904			802
Total equity	2,064			1,662
Total Liabilities and Equity	$	6,343		$	6,218

PART I

PIEDMONT NATURAL GAS COMPANY, INC.

Condensed Consolidated Statements of Cash Flows

(Unaudited)



	Six Months Ended
	June 30,
(in millions)	2018			2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	102		$	87
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	79			74
Impairment charges	—			7
Deferred income taxes	4			100
Equity in earnings from unconsolidated affiliates	(3		)	(5		)
Accrued pension and other post-retirement benefit costs	(2		)	6
Provision for rate refunds	27			—
(Increase) decrease in
Net realized and unrealized mark-to-market and hedging transactions	—			(39		)
Receivables	166			155
Receivables from affiliated companies	(4		)	(1		)
Inventory	28			28
Other current assets	74			(64		)
Increase (decrease) in
Accounts payable	(32		)	(44		)
Accounts payable to affiliated companies	(12		)	42
Taxes accrued	4			(46		)
Other current liabilities	28			(23		)
Other assets	2			28
Other liabilities	(2		)	(6		)
Net cash provided by operating activities	459			299
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures	(327		)	(260		)
Contributions to equity method investments	—			(12		)
Notes receivable from affiliated companies	(77		)	—
Other	(2		)	1
Net cash used in investing activities	(406		)	(271		)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt	—			125
Notes payable and commercial paper	—			(330		)
Notes payable to affiliated companies	(364		)	167
Capital contributions from parent	300			—
Other	—			(1		)
Net cash used in financing activities	(64		)	(39		)
Net decrease in cash and cash equivalents	(11		)	(11		)
Cash and cash equivalents at beginning of period	19			25
Cash and cash equivalents at end of period	$	8		$	14
Supplemental Disclosures:
Significant non-cash transactions:
Accrued capital expenditures	$	73		$	45
Transfer of ownership interest of certain equity method investees to parent	—			149

PART I

PIEDMONT NATURAL GAS COMPANY, INC.

Condensed Consolidated Statements of Changes in Equity

(Unaudited)



	Common		Retained			Total
(in millions)	Stock		Earnings			Equity
Balance at December 31, 2016	$	860	$	812		$	1,672
Net income	—		87			87
Transfer of ownership interest of certain equity method investees to parent	—		(149		)	(149		)
Balance at June 30, 2017	$	860	$	750		$	1,610

Balance at December 31, 2017	$	860	$	802		$	1,662
Net income	—		102			102
Contribution from parent	300		—			300
Balance at June 30, 2018	$	1,160	$	904		$	2,064

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited)

Index to Combined Notes to Condensed Consolidated Financial Statements

The unaudited notes to the condensed consolidated financial statements that follow are a combined presentation. The following list indicates the registrants to which the footnotes apply.

Applicable Notes

Registrant

Duke Energy Corporation

•

Duke Energy Carolinas, LLC

•

Progress Energy, Inc.

•

Duke Energy Progress, LLC

•

Duke Energy Florida, LLC

•

Duke Energy Ohio, Inc.

•

Duke Energy Indiana, LLC

•

Piedmont Natural Gas Company, Inc.

•

Tables within the notes may not sum across due to (i) Progress Energy's consolidation of Duke Energy Progress, Duke Energy Florida and other subsidiaries that are not registrants and (ii) subsidiaries that are not registrants but included in the consolidated Duke Energy balances.

1. ORGANIZATION AND BASIS OF PRESENTATION

NATURE OF OPERATIONS AND BASIS OF CONSOLIDATION

Duke Energy Corporation (collectively with its subsidiaries, Duke Energy) is an energy company headquartered in Charlotte, North Carolina, subject to regulation by the Federal Energy Regulatory Commission (FERC). Duke Energy operates in the United States (U.S.) primarily through its direct and indirect subsidiaries. Certain Duke Energy subsidiaries are also subsidiary registrants, including Duke Energy Carolinas, LLC (Duke Energy Carolinas); Progress Energy, Inc. (Progress Energy); Duke Energy Progress, LLC (Duke Energy Progress); Duke Energy Florida, LLC (Duke Energy Florida); Duke Energy Ohio, Inc. (Duke Energy Ohio), Duke Energy Indiana, LLC (Duke Energy Indiana) and Piedmont Natural Gas Company, Inc. (Piedmont). When discussing Duke Energy’s consolidated financial information, it necessarily includes the results of its separate subsidiary registrants (collectively referred to as the Subsidiary Registrants), which, along with Duke Energy, are collectively referred to as the Duke Energy Registrants.

On October 3, 2016, Duke Energy completed the acquisition of Piedmont. Piedmont's results of operations and cash flows are included in the accompanying condensed consolidated financial statements of Duke Energy for the three and nine months ended September 30, 2017, but not for the three and nine months ended September 30, 2016, as Piedmont's earnings and cash flows are only included in Duke Energy's consolidated results subsequent to the acquisition date. See Note 2 for additional information regarding the acquisition.

In December 2016, Duke Energy completed an exit of the Latin American market to focus on its domestic regulated business, which was further bolstered by the acquisition of Piedmont. The sale of the International Energy business segment, excluding an equity method investment in National Methanol Company (NMC), was completed through two transactions including a sale of assets in Brazil to China Three Gorges (Luxembourg) Energy S.à.r.l. (China Three Gorges) and a sale of Duke Energy's remaining Latin American assets in Peru, Chile, Ecuador, Guatemala, El Salvador and Argentina to ISQ Enerlam Aggregator, L.P. and Enerlam (UK) Holding Ltd. (I Squared Capital) (collectively, the International Disposal Group). See Note 2 for additional information on the sale of International Energy.

The results of operations of the International Disposal Group have been classified as Discontinued Operations on the Condensed Consolidated Statements of Operations. Duke Energy has elected to present cash flows of discontinued operations combined with cash flows of continuing operations. Unless otherwise noted, the notes to these Condensed Consolidated Financial Statements exclude amounts related to discontinued operations. See Note 2 ~~for additional information.~~

These Condensed Consolidated Financial Statements include, after eliminating intercompany transactions and balances, the accounts of the Duke Energy Registrants and subsidiaries where the respective Duke Energy Registrants have control. These Condensed Consolidated Financial Statements also reflect the Duke Energy Registrants’ proportionate share of certain jointly owned generation and transmission facilities. Substantially all of the Subsidiary Registrants' operations qualify for regulatory accounting.

Duke Energy Carolinas is a regulated public utility primarily engaged in the generation, transmission, distribution and sale of electricity in portions of North Carolina and South Carolina. Duke Energy Carolinas is subject to the regulatory provisions of the North Carolina Utilities Commission (NCUC), Public Service Commission of South Carolina (PSCSC), U.S. Nuclear Regulatory Commission (NRC) and FERC.

Progress Energy is a public utility holding company headquartered in Raleigh, North Carolina, subject to regulation by FERC. Progress Energy conducts operations through its wholly owned subsidiaries, Duke Energy Progress and Duke Energy Florida.

Duke Energy Progress is a regulated public utility primarily engaged in the generation, transmission, distribution and sale of electricity in portions of North Carolina and South Carolina. Duke Energy Progress is subject to the regulatory provisions of the NCUC, PSCSC, NRC and FERC.

Duke Energy Florida is a regulated public utility primarily engaged in the generation, transmission, distribution and sale of electricity in portions of Florida. Duke Energy Florida is subject to the regulatory provisions of the Florida Public Service Commission (FPSC), NRC and FERC.

~~PART I~~

~~DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –~~

~~DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.~~

~~Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)~~

Duke Energy Ohio is a regulated public utility primarily engaged in the transmission and distribution of electricity in portions of Ohio and Kentucky, the generation and sale of electricity in portions of Kentucky and the transportation and sale of natural gas in portions of Ohio and Kentucky. Duke Energy Ohio conducts competitive auctions for retail electricity supply in Ohio whereby the energy price is recovered from retail customers and recorded in Operating Revenues on the Condensed Consolidated Statements of Operations and Comprehensive Income. Operations in Kentucky are conducted through its wholly owned subsidiary, Duke Energy Kentucky, Inc. (Duke Energy Kentucky). References herein to Duke Energy Ohio collectively include Duke Energy Ohio and its subsidiaries, unless otherwise noted. Duke Energy Ohio is subject to the regulatory provisions of the Public Utilities Commission of Ohio (PUCO), Kentucky Public Service Commission (KPSC) and FERC.

Duke Energy Indiana is a regulated public utility primarily engaged in the generation, transmission, distribution and sale of electricity in portions of Indiana. Duke Energy Indiana is subject to the regulatory provisions of the Indiana Utility Regulatory Commission (IURC) and FERC.

Piedmont is a regulated public utility primarily engaged in the distribution of natural gas in portions of North Carolina, South Carolina and Tennessee. Piedmont is subject to the regulatory provisions of the NCUC, PSCSC, Tennessee Public Utility Commission ~~(formerly the Tennessee Regulatory Authority)~~ (TPUC) and FERC.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

BASIS OF PRESENTATION

These Condensed Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles (GAAP) in the U.S. for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, these Condensed Consolidated Financial Statements do not include all information and notes required by GAAP in the U.S. for annual financial statements. Since the interim Condensed Consolidated Financial Statements and Notes do not include all information and notes required by GAAP in the U.S. for annual financial statements, the Condensed Consolidated Financial Statements and other information included in this quarterly report should be read in conjunction with the Consolidated Financial Statements and Notes in the Duke Energy Registrants’ combined Annual Report on Form ~~10-K~~10-K/A for the year ended December 31, ~~2016, and the Consolidated Financial Statements and Notes in the Piedmont Annual Report on Form 10‑K for the year ended October 31, 2016.~~

Effective November 1, 2016, Piedmont's fiscal year-end was changed from October 31 to December 31, the year-end of Duke Energy. A transition report was filed on Form 10-Q (Form 10-QT) as of December 31, 2016, for the transition period from November 1, 2016, to December 31, 2016.2017.

The information in these combined notes relates to each of the Duke Energy Registrants as noted in the Index to Combined Notes to Condensed Consolidated Financial Statements. However, none of the registrants make any representations as to information related solely to Duke Energy or the subsidiaries of Duke Energy other than itself.

These Condensed Consolidated Financial Statements, in the opinion of the respective companies’ management, reflect all normal recurring adjustments necessary to fairly present the financial position and results of operations of each of the Duke Energy Registrants. Amounts reported in Duke Energy’s interim Condensed Consolidated Statements of Operations and each of the Subsidiary Registrants’ interim Condensed Consolidated Statements of Operations and Comprehensive Income are not necessarily indicative of amounts expected for the respective annual periods due to effects of seasonal temperature variations on energy consumption, regulatory rulings, timing of maintenance on electric generating units, changes in mark-to-market valuations, changing commodity prices and other factors.

In preparing financial statements that conform to GAAP, management must make estimates and assumptions that affect the reported amounts of assets and liabilities, the reported amounts of revenues and expenses, and the disclosure of contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates.

Certain prior year amounts have been reclassified to conform to the current year presentation.

~~UNBILLED~~ REVENUE

~~Revenues on sales~~Duke Energy recognizes revenue as customers obtain control of promised goods and services in an amount that reflects consideration expected in exchange for those goods or services. Generally, the delivery of electricity and natural gas ~~are~~results in the transfer of control to customers at the time the commodity is delivered and the amount of revenue recognized ~~when service~~ is ~~provided or the product is delivered. Unbilled revenues are recognized by applying customer billing rates~~equal to the amount billed to each customer, including estimated volumes ~~of energy and natural gas~~ delivered ~~but~~when billings have not yet ~~billed. Unbilled revenues can vary significantly from period~~occurred. See Note 13 for further information.

CASH, CASH EQUIVALENTS AND RESTRICTED CASH

Duke Energy, Progress Energy and Duke Energy Florida have restricted cash balances related primarily 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, meter reading schedules,~~collateral assets, escrow deposits and ~~the impact of weather normalization or margin decoupling mechanisms.~~

~~Unbilled revenues are included within Receivables and Receivables of~~ variable interest entities (VIEs) on. See Note 12 for additional information. Restricted cash amounts are included in Other within Current Assets and Other Noncurrent Assets. The following table presents the components of cash, cash equivalents and restricted cash included in the Condensed Consolidated Balance ~~Sheets as shown in the following table.~~Sheets.

(in millions) September 30, 2017
December 31, 2016
Duke Energy $ 771
$ 831
Duke Energy Carolinas 307
313
Progress Energy 216
161
Duke Energy Progress 113
102
Duke Energy Florida 103
59
Duke Energy Ohio 2
2
Duke Energy Indiana 29
32
Piedmont 4
77



	June 30, 2018						December 31, 2017
					Duke						Duke
	Duke		Progress		Energy		Duke		Progress		Energy
	Energy		Energy		Florida		Energy		Energy		Florida
Current Assets
Cash and cash equivalents	$	304	$	37	$	14	$	358	$	40	$	13
Other	115		31		31		138		40		40
Other Noncurrent Assets
Other	8		6		—		9		7		—
Total cash, cash equivalents and restricted cash	$	427	$	74	$	45	$	505	$	87	$	53

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

Additionally, Duke Energy Ohio and Duke Energy Indiana sell nearly all of their retail accounts receivable to an affiliate, Cinergy Receivables Company, LLC (CRC), on a revolving basis. These transfers of receivables are accounted for as sales and include receivables for unbilled revenues. 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, 2017
December 31, 2016
Duke Energy Ohio $ 70
$ 97
Duke Energy Indiana 119
123

~~AMOUNTS ATTRIBUTABLE TO CONTROLLING INTERESTS~~

For the three and nine months ended September 30, 2017, the Loss from Discontinued Operations, net of tax on Duke Energy's Condensed Consolidated Statements of Operations is entirely attributable to controlling interests. The following table presents Net Income Attributable to Duke Energy Corporation for continuing operations and discontinued operations for the three and nine months ended September 30, 2016.

Three Months Ended Nine Months Ended
(in millions) September 30, 2016 September 30, 2016
Income from Continuing Operations $ 1,001
$ 2,202
Income from Continuing Operations Attributable to Noncontrolling Interests 2
5
Income from Continuing Operations Attributable to Duke Energy Corporation $ 999
$ 2,197
Income from Discontinued Operations, net of tax $ 180
$ 190
Income from Discontinued Operations Attributable to Noncontrolling Interests, net of tax 3
8
Income from Discontinued Operations Attributable to Duke Energy Corporation, net of tax $ 177
$ 182
Net Income $ 1,181
$ 2,392
Net Income Attributable to Noncontrolling Interests 5
13
Net Income Attributable to Duke Energy Corporation $ 1,176
$ 2,379

INVENTORY

Inventory is used for operations and is recorded primarily using the average cost method. Inventory related to regulated operations is valued at historical cost. Inventory related to nonregulated operations is valued at the lower of cost or market. Materials and supplies are recorded as inventory when purchased and subsequently charged to expense or capitalized to property, plant and equipment when installed. Inventory, including excess or obsolete inventory, is written-down to the lower of cost or market value. Once inventory has been written-down, it creates a new cost basis for the inventory that is not subsequently written-up. Provisions for inventory write-offs were not material at ~~September~~June 30, ~~2017,~~2018, and December 31, ~~2016.~~2017. The components of inventory are presented in the tables below.


	September 30, 2017																June 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
Materials and supplies	$	2,335	$	767	$	1,132	$	780	$	351	$	83	$	312	$	2	$	2,293	$	769	$	1,085	$	757	$	328	$	84	$	313	$	2
Coal	581		197		231		130		101		17		136		—		562		173		218		109		109		15		155		—
Natural gas, oil and other fuel	349		36		221		108		114		39		2		51		322		42		218		110		109		25		2		36
Total inventory	$	3,265	$	1,000	$	1,584	$	1,018	$	566	$	139	$	450	$	53	$	3,177	$	984	$	1,521	$	976	$	546	$	124	$	470	$	38


	December 31, 2016																December 31, 2017
			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
Materials and supplies	$	2,374	$	767	$	1,167	$	813	$	354	$	84	$	312	$	1	$	2,293	$	744	$	1,118	$	774	$	343	$	82	$	309	$	2
Coal	774		251		314		148		166		19		190		—		603		192		255		139		116		17		139		—
Natural gas, oil and other fuel	374		37		236		115		121		34		2		65		354		35		219		104		115		34		2		64
Total inventory	$	3,522	$	1,055	$	1,717	$	1,076	$	641	$	137	$	504	$	66	$	3,250	$	971	$	1,592	$	1,017	$	574	$	133	$	450	$	66

EXCISE TAXES

Certain excise taxes levied by state or local governments are required to be paid even if not collected from the customer. These taxes are recognized on a gross basis. Otherwise, excise taxes are accounted for on a net basis.

~~PART I~~

~~DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –~~

~~DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.~~

~~Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)~~

Excise taxes accounted for on a gross basis aswithin both ~~operating~~Operating revenues and ~~property~~Property and other taxes on the Condensed Consolidated Statements of Operations were as follows.


	Three Months Ended September 30,				Nine Months Ended September 30,				Three Months Ended June 30,				Six Months Ended June 30,
(in millions)	2017		2016		2017		2016		2018		2017		2018		2017
Duke Energy	$	107	$	107	$	289	$	285	$	95	$	91	$	194	$	182
Duke Energy Carolinas	9		6		27		21		9		9		17		18
Progress Energy	67		65		168		161		56		55		110		101
Duke Energy Progress	5		4		14		13		5		4		10		9
Duke Energy Florida	62		61		154		148		51		51		100		92
Duke Energy Ohio	24		26		75		77		25		23		55		51
Duke Energy Indiana	6		10		16		26		5		3		11		10
Piedmont	1		1		3		2		—		1		1		2

NEW ACCOUNTING STANDARDS

The new accounting standards adopted for ~~2017~~2018 and ~~2016~~2017 had no material impact on the presentation or results of operations, cash flows or financial position of the Duke Energy Registrants. While immaterial, adoption of the following accounting standards had the most significant impact on the Duke Energy results of operations, cash flows and financial position for the ~~nine~~six months ended ~~September~~June 30, ~~2017.~~

~~Stock-Based Compensation and Income Taxes.~~ In first quarter 2017, Duke Energy adopted Financial Accounting Standards Board (FASB) guidance, which revised the accounting for stock-based compensation and the associated income taxes. The adopted guidance changes certain aspects of accounting for stock-based payment awards to employees including the accounting for income taxes and classification on the Condensed Consolidated Statements of Cash Flows. The primary impact to Duke Energy as a result of implementing this guidance was a cumulative-effect adjustment to retained earnings for tax benefits not previously recognized and additional income tax expense for the nine months ended September 30, 2017. See the Duke Energy Condensed Consolidated Statements of Changes in Equity for further information.

~~Goodwill Impairment.~~ In January 2017, the FASB issued revised guidance for the subsequent measurement of goodwill. Under the guidance, a company will recognize an impairment to goodwill for the amount by which a reporting unit's carrying value exceeds the reporting unit's fair value, not to exceed the amount of goodwill allocated to that reporting unit. Duke Energy early adopted this guidance for the 2017 annual goodwill impairment test.

~~The following new Accounting Standards Updates (ASUs) have been issued, but have not yet been adopted by Duke Energy, as of September 30, 2017.~~

~~Retirement Benefits.~~ In March 2017, the FASB issued revised accounting guidance for the presentation of net periodic costs related to benefit plans. Current GAAP permits the aggregation of all the components of net periodic costs on the income statement and does not require the disclosure of the location of net periodic costs on the Condensed Consolidated Statement of Operations. Under the amended guidance, the service cost component of net periodic costs must be included within Operating income within the same line as other compensation expenses. All other components of net periodic costs must be outside of Operating income. In addition, the updated guidance permits only the service cost component of net periodic costs to be capitalized to Inventory or Property, Plant and Equipment. This represents a change from current GAAP, which permits all components of net periodic costs to be capitalized. These amendments should be applied retrospectively for the presentation of the various components of net periodic costs and prospectively for the change in eligible costs to be capitalized. The guidance allows for a practical expedient that permits a company to use amounts disclosed in prior-period financial statements as the estimation basis for applying the retrospective presentation requirements.

~~For Duke Energy, this guidance is effective for interim and annual periods beginning January 1,~~ 2018. Duke Energy currently presents the total non-capitalized net periodic costs within Operation, maintenance and other on the Condensed Consolidated Statement of Operations. The adoption of this guidance will result in a retrospective change to reclassify the presentation of the non-service cost (benefit) components of net periodic costs to Other income and expenses. Duke Energy intends to utilize the practical expedient for retrospective presentation. The change in net periodic costs eligible for capitalization is applicable prospectively. Since Duke Energy’s service cost component is expected to be greater than the total net periodic costs, the change will result in increased capitalization of net periodic costs, higher Operation, maintenance and other and higher Other income and expenses. The resulting impact to Duke Energy is expected to be an immaterial increase in net income resulting from the limitation of eligible capitalization of net periodic costs to the service cost component, which is larger than the total net periodic costs.

Revenue from Contracts with ~~Customers~~Customers.. In May 2014, the ~~FASB~~Financial Accounting Standards Board (FASB) issued revised accounting guidance for revenue recognition from contracts with customers. The core principle of this guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration ~~to which the entity expects to be entitled~~expected in exchange for those goods or services. The amendments ~~in this update~~ also ~~require~~required disclosure of sufficient information to allow users to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The majority of Duke Energy’s revenue is in scope of the new guidance. Other revenue arrangements, such as alternative revenue programs and certain purchase power agreements (PPAs) and lighting tariffs accounted for as leases, are excluded from the scope of this guidance and, therefore, are accounted for and evaluated for separate presentation and disclosure under other relevant accounting guidance.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

Duke Energy has identified material revenue streams, which served as the basis for accounting analysis and documentation of the impact of this guidance on revenue recognition. The accounting analysis included reviewing representative contracts and tariffs for each material revenue stream. Most of Duke Energy’s revenue is expected to be in scope of the new guidance. The majority of our sales, including energy provided to residential customers, are from tariff offerings that provide natural gas or electricity without a defined contractual term ("at-will"). For such arrangements, Duke Energy expects that the revenue from contracts with customers will be equivalent to the electricity or natural gas supplied and billed in that period (including estimated billings). As such, Duke Energy does not expect that there will be a significant shift in the timing or pattern of revenue recognition for such sales.

Also included in the accounting analysis was the evaluation of certain long-term revenue streams including electric wholesale contracts and renewables power purchase agreements (PPAs) under this guidance. For such arrangements, Duke Energy does not expect material changes to the pattern of revenue recognition on the registrants. In addition, the power and utilities industry revenue recognition task force released several draft positions on specific industry issues in October 2017 for public comment. Duke Energy has been working closely with the industry task force and will be reviewing these updated positions to evaluate the impact, if any, on Duke Energy’s specific contracts and preliminary conclusions to date. The evaluation of other revenue streams is ongoing along with consideration of potential revisions to processes, policies and controls, primarily related to evaluating supplemental disclosures required as a result of adopting this guidance. Some revenue arrangements, such as alternative revenue programs and certain PPAs accounted for as leases, are excluded from the scope of this guidance and, therefore, will be accounted for and evaluated for separate presentation and disclosure under other relevant accounting guidance.

Duke Energy continues to evaluate what information would be most useful for users of the financial statements, including information already provided in disclosures outside of the financial statement footnotes. These additional disclosures could include the disaggregation of revenues by geographic location, type of service, customer class or by duration of contract ("at-will" versus contracted revenue).

~~Duke Energy intends to use~~elected the modified retrospective method of adoption effective January 1, 2018. Under the modified retrospective method of adoption, prior year reported results are not ~~restated~~restated. Adoption of this standard did not result in a material change in the timing or pattern of revenue recognition and a cumulative-effect adjustment ~~if applicable, is~~was not recorded ~~to retained earnings~~ at January 1, 2018, as if the standard had always been in effect. In addition, disclosures, if applicable, include a comparison to what would have been reported for 2018 under the previous revenue recognition rules to assist financial statement users in understanding how revenue recognition has changed as a result of this standard and to facilitate comparability with prior year reported results, which are not restated under the modified retrospective approach as described above.2018. Duke Energy ~~also plans to utilize~~utilized certain practical expedients including applying this guidance to open contracts at the date of adoption, expensing costs to obtain a contract where the amortization period of the asset would have been one year or less, ignoring the effects of a significant financing when the period between transfer of the good or service and payment is one year or less and recognizing revenues for certain contracts under the invoice practical expedient, which allows revenue recognition to be consistent with invoiced amounts (including estimated billings) provided certain criteria are met, including consideration of whether the invoiced amounts reasonably represent the value provided to customers. ~~While~~

In preparation for adoption, Duke Energy identified material revenue streams and reviewed representative contracts and tariffs, including those associated with certain long-term customer contracts such as wholesale contracts, PPAs and other customer arrangements. Duke Energy also monitored the activities of the power and utilities industry revenue recognition task force and has reviewed published positions on specific industry issues to evaluate the impact, if any, on Duke Energy’s specific contracts and conclusions.

Duke Energy applied the available practical expedient to portfolios of tariffs and contracts with similar characteristics. The vast majority of sales, including energy provided to retail customers, are from tariff offerings that provide natural gas or electricity without a defined contractual term ("at-will"). In most circumstances, revenue from contracts with customers is equivalent to the electricity or natural gas supplied and billed in that period (including estimated billings). As such, adoption of ~~this guidance, including~~ the ~~cumulative-effect adjustment, is~~new rules did not ~~expected to have~~result in a ~~material impact on either~~shift in the timing or ~~amount~~pattern of revenue recognition for such sales. While there have been changes to the captions and descriptions of revenues ~~recognized~~ in Duke ~~Energy's~~Energy’s financial statements, ~~Duke Energy anticipates~~the most significant impact as a result of adopting the standard are additional disclosures around the nature, amount, timing and uncertainty of ~~our~~ revenues and cash flows arising from contracts with ~~customers~~customers. See Note 13 for further information.

Financial Instruments Classification and ~~will continue~~Measurement. In January 2018, Duke Energy adopted FASB guidance, which revised the classification and measurement of certain financial instruments. The adopted guidance changes the presentation of realized and unrealized gains and losses in certain equity securities that were previously recorded in accumulated other comprehensive income (AOCI). These gains and losses are now recorded in net income. An entity's equity investments that are accounted for under the equity method of accounting are not included within the scope of the new guidance. This guidance had a minimal impact on the Duke Energy Registrant's Condensed Consolidated Statements of Operations and Comprehensive Income as changes in the fair value of most of the Duke Energy Registrants' equity securities are deferred as regulatory assets or liabilities pursuant to ~~evaluate the requirements, as well as any additional clarifying guidance that may be issued.~~

~~Leases.~~ ~~In February 2016, the FASB issued revised~~ accounting guidance for ~~leases.~~regulated operations. The ~~core principle~~resulting adjustment of unrealized gains and losses in AOCI to retained earnings was immaterial. The primary impact to Duke Energy as a result of implementing this guidance is ~~that a lessee should recognize~~adding disclosure requirements to present separately the financial assets and financial liabilities ~~that arise from leases on the balance sheet.~~

~~For Duke Energy, this guidance is effective~~by measurement category and form of financial asset. See Notes 10 and 11 for interim and annual periods beginning January 1, 2019, although it can be early adopted. The guidance is applied using a modified retrospective approach. Duke Energy is currently evaluating the financial statement impact of adopting this standard and is continuing to monitor industry implementation issues, including easements, pole attachments and renewable PPAs. Other than an expected increase in assets and liabilities, the ultimate impact of the new standard has not yet been determined. Significant system enhancements, including additional processes and controls, may be required to facilitate the identification, tracking and reporting of potential leases based upon requirements of the new lease standard.further information.

Statement of Cash Flows. In November 2016, the FASB issued revised accounting guidance to reduce diversity in practice for the presentation and classification of restricted cash on the ~~statement~~Condensed Consolidated Statements of ~~cash flows.~~Cash Flows. Under the updated guidance, restricted cash and restricted cash equivalents ~~will be~~are included within beginning-of-period and end-of-period cash and cash equivalents on the ~~statement~~Condensed Consolidated Statements of ~~cash flows.~~

~~For~~Cash Flows. Duke Energy adopted this guidance ~~is effective for the interim and annual periods beginning~~on January 1, 2018. The guidance ~~will be~~has been applied using a retrospective transition method to each period presented. ~~Upon~~The adoption by Duke Energy of the revised guidance ~~will result~~resulted in a change to the amount of ~~cash and~~Cash, cash equivalents and restricted cash explained when reconciling the beginning-of-period and end-of-period total amounts shown on the ~~statement~~Condensed Consolidated Statements of Cash Flows. In addition, a reconciliation has been provided of Cash, cash ~~flows.~~equivalents and restricted cash reported within the Condensed Consolidated Balance Sheets that sums to the total of the same such amounts in the Condensed Consolidated Statements of Cash Flows. Prior to adoption, the Duke Energy Registrants ~~reflect~~reflected changes in ~~non-current~~noncurrent restricted cash within Cash Flows from Investing Activities and changes in current restricted cash within Cash Flows from Operating Activities on the Condensed Consolidated ~~Statement~~Statements of Cash Flows.

In August 2016, the FASB issued accounting guidance addressing diversity in practice for eight separate cash flow issues. The guidance requires entities to classify distributions received from equity method investees using either the cumulative earnings approach or the nature of the distribution approach. Duke Energy adopted this guidance on January 1, 2018, and elected the nature of distribution approach. This approach requires all distributions received to be categorized based on legal documentation describing the nature of the activities generating the distribution. Cash inflows resulting in a return on investment (surplus) will be reflected in Cash Flows from Operating Activities on the Condensed Consolidated Statements of Cash Flows, whereas cash inflows resulting in a return of investment (capital) will be reflected in Cash Flows from Investing Activities on the Condensed Consolidated Statements of Cash Flows. The guidance has been applied using the retrospective transition method to each period presented. There are no changes to the Condensed Consolidated Statements of Cash Flows for the periods presented as a result of this accounting change.

~~Financial Instruments Classification and Measurement.~~Retirement Benefits. In ~~January 2016,~~March 2017, the FASB issued revised accounting guidance for the ~~classification and measurement~~presentation of ~~financial instruments. Changes in~~net periodic costs related to benefit plans. Previous guidance required the ~~fair value~~aggregation of all ~~equity securities will be required~~the components of net periodic costs on the Condensed Consolidated Statement of Operations and did not require the disclosure of the location of net periodic costs on the Condensed Consolidated Statement of Operations. Under the amended guidance, the service cost component of net periodic costs is included within Operating Income within the same line as other compensation expenses. All other components of net periodic costs are outside of Operating Income. In addition, the updated guidance permits only the service cost component of net periodic costs to be ~~recorded in~~capitalized to Inventory or Property, Plant and Equipment. This represents a change from previous guidance, which permitted all components of net ~~income. Current GAAP allows some changes in fair value for available-for-sale equity securities~~periodic costs to be recorded in Accumulated other comprehensive income (AOCI). Additional disclosures will be required to present separately the financial assets and financial liabilities by measurement category and form of financial asset. An entity's equity investments that are accountedeligible for ~~under the equity method of accounting are not included within the scope of the new guidance.~~capitalization.

~~For~~ Duke Energy ~~the revised accounting~~adopted this guidance ~~is effective for interim and annual periods beginning January 1, 2018, by recording a cumulative-effect adjustment to retained earnings as of~~on January 1, 2018. ~~This~~Under previous guidance, ~~is expected to have minimal impact~~Duke Energy presented the total non-capitalized net periodic costs within Operation, maintenance and other on the Condensed Consolidated Statement of Operations. The adoption of this guidance resulted in a retrospective change to reclassify the presentation of the non-service cost (benefit) components of net periodic costs to Other income and expenses. Duke Energy ~~Registrant's Condensed Consolidated Statements~~utilized the practical expedient for retrospective presentation. The change in components of ~~Operations~~net periodic costs eligible for capitalization is applicable prospectively. Since Duke Energy’s service cost component is greater than the total net periodic costs, the change results in increased capitalization of net periodic costs, higher Operation, maintenance and ~~Comprehensive Income as changes in the fair value of most of the~~other and higher Other income and expenses. The resulting prospective impact to Duke Energy ~~Registrants' available-for-sale equity securities are deferred as regulatory assets or liabilities pursuant to accounting guidance for regulated operations.~~

~~PART I~~

~~DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –~~

~~DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.~~

~~Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)~~

~~2. ACQUISITIONS AND DISPOSITIONS~~

~~ACQUISITIONS~~

~~The Duke Energy Registrants consolidate assets and liabilities from acquisitions as of the purchase date and include earnings from acquisitions~~is an immaterial increase in ~~consolidated earnings after the purchase date.~~

~~2016 Acquisition of Piedmont Natural Gas~~

On October 3, 2016, Duke Energy acquired all outstanding common stock of Piedmont for a total cash purchase price of $5.0 billion and assumed Piedmont's existing long-term debt, which had a fair value of approximately $2.0 billion at the time of the acquisition. The acquisition provides a foundation for Duke Energy to establish a broader, long-term strategic natural gas infrastructure platform to complement its existing natural gas pipeline investments and regulated natural gas business in the Midwest. In connection with the closing of the acquisition, Piedmont became a wholly owned subsidiary of Duke Energy.

~~Purchase Price Allocation~~

~~The purchase price allocation of the Piedmont acquisition is as follows:~~

(in millions)
Current assets $ 497
Property, plant and equipment, net 4,714
Goodwill 3,353
Other long-term assets 804
Total assets 9,368
Current liabilities, including current maturities of long-term debt 576
Long-term liabilities 1,790
Long-term debt 2,002
Total liabilities 4,368
Total purchase price $ 5,000

The fair value of Piedmont's assets and liabilities was determined based on significant estimates and assumptions that are judgmental in nature, including the amount and timing of projected future cash flows, discount rates reflecting risk inherent in the future cash flows and market prices of long-term debt.

The majority of Piedmont’s operations are subject to the rate-setting authority of the NCUC, the PSCSC and the TPUC and are accounted for pursuant to accounting guidance for regulated operations. The rate-setting and cost recovery provisions currently in place for Piedmont’s regulated operations provide revenues derived from costs, including a return on investment of assets and liabilities included in rate base. Thus, the fair value of Piedmont's assets and liabilities subject to these rate-setting provisions approximates the pre-acquisition carrying value and does not reflect any net valuation adjustments.

The significant assets and liabilities for which valuation adjustments were reflected within the purchase price allocation include the acquired equity method investments and long-term debt. The difference between the fair value and the pre-acquisition carrying value of long-term debt for regulated operations was recorded as a regulatory asset.

The excess of the purchase price over the fair value of Piedmont's assets and liabilities on the acquisition date was recorded as goodwill. The goodwill reflects the value paid by Duke Energy primarily for establishing a broader, long-term strategic natural gas infrastructure growth platform, an improved risk profile and expected synergies resulting from the combined entities.

~~Under Securities and Exchange Commission (SEC) regulations, Duke Energy elected not to apply push down accounting to the stand-alone Piedmont financial statements.~~

~~Other Acquisition-Related Matters~~

Duke Energy recorded realized losses on forward-starting interest rate swaps related to the acquisition financing of $22 million and $190 million for the three and nine months ended September 30, 2016, respectively.Net Income. See Note 1015 for ~~additional~~further information.

~~During the nine months ended September 30, 2017, Piedmont recorded a $7 million software impairment resulting from planned accounting system and process integration.~~

~~Pro Forma Financial Information~~

The following unaudited pro forma financial information reflects the combined results of operations of Duke Energy and Piedmont as if the merger had occurred as of January 1, 2016. The pro forma financial information excludes potential cost savings, intercompany revenues, Piedmont’s earnings from the equity method investment in SouthStar Energy Services, LLC (SouthStar) sold immediately prior to the merger, and after-tax nonrecurring transaction and integration costs incurred by Duke Energy and Piedmont of $41 million and $161 million for the three and nine months ended September 30, 2016, respectively. See Note 3 for additional information on Piedmont's sale of SouthStar.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

~~This information has~~For Duke Energy, the retrospective change resulted in higher Operation, maintenance and other and higher Other income and expenses, net, of $156 million, $131 million and $96 million for the years ended December 31, 2017, 2016 and 2015, respectively. There was no change to Net Income for these prior periods.

The following new Accounting Standards Updates (ASUs) have been ~~presented~~issued, but have not yet been adopted by Duke Energy, as of June 30, 2018.

Leases. In February 2016, the FASB issued revised accounting guidance for ~~illustrative purposes only~~leases. The core principle of this guidance is that a lessee should recognize the assets and liabilities that arise from leases on the balance sheet.

For Duke Energy, this guidance is ~~not necessarily indicative~~effective for interim and annual periods beginning January 1, 2019. The guidance will be applied using a modified retrospective approach. Duke Energy expects to elect certain of the ~~consolidated results of operations that would have been achieved or the future consolidated results of operations of Duke Energy.~~following practical expedients upon adoption:

Three Months Ended Nine Months Ended
(in millions) September 30, 2016 September 30, 2016
Operating Revenues $ 6,713
$ 17,927
Net Income Attributable to Duke Energy Corporation 1,180
2,552

~~DISPOSITIONS~~

~~2016 Sale of International Energy~~

In December 2016, Duke Energy sold its International Energy businesses, excluding the equity method investment in NMC (the International Disposal Group), in two separate transactions. Duke Energy sold its Brazilian business to China Three Gorges for approximately $1.2 billion, including the assumption of debt, and its remaining Central and South American businesses to I Squared Capital in a deal also valued at approximately $1.2 billion, including the assumption of debt. The transactions generated cash proceeds of ~~$1.9 billion, excluding transaction costs, which were primarily used to reduce Duke Energy holding company debt.~~

The following table presents the results of the International Disposal Group, which are included in (Loss) Income from Discontinued Operations, net of tax in Duke Energy's Condensed Consolidated Statements of Operations. Interest expense directly associated with the International Disposal Group was allocated to discontinued operations. No interest from corporate level debt was allocated to discontinued operations.

Three Months Ended Nine Months Ended
(in millions) September 30, 2016 September 30, 2016
Operating Revenues $ 245
$ 761
Fuel used in electric generation and purchased power 60
177
Cost of natural gas 11
34
Operation, maintenance and other 85
240
Depreciation and amortization 18
62
Property and other taxes 1
6
Impairment charges^(a)
—
194
Loss on Sales of Other Assets and Other, net (3 ) (2 )
Other Income and Expenses, net 14
35
Interest Expense 19
63
Income before income taxes 62
18
Income tax expense (benefit) ^(b)
4
(48 )
Income from discontinued operations of the International Disposal Group 58
66
Income from discontinued operations of other businesses^(c)
122
124
Income from Discontinued Operations, net of tax $ 180
$ 190



~~(a)~~Practical Expedient	~~In conjunction~~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 ASC 842 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 ~~advancements of marketing efforts during 2016, Duke Energy performed recoverability tests of~~related lease component when specified conditions are met by asset class. Account for the long-lived asset groups of International Energy. As a result, Duke Energy determined the carrying value of certain assets in Central America was not fully recoverable and recorded a pretax impairment charge of $194 million. The charge represents the excess carrying value over the estimated fair value of the assets, which wascombined component based on ~~a Level 3 Fair Value measurement that was primarily determined from the income approach using discounted cash flows but also considered market information obtained in 2016.~~its predominant characteristic (revenue or operating lease).


~~(b)~~	~~Includes an income tax benefit of $95 million for the nine months ended September 30, 2016, related to historical undistributed foreign earnings. See Note 17 for additional information.~~


~~(c)~~	Duke Energy recognized an income tax benefit of $122 million resulting from immaterial out of period deferred tax liability adjustments for the three and nine months ended September 30, 2016. The amount includes $34 million recorded at Duke Energy Ohio.

Duke Energy is currently evaluating the financial statement impact of adopting this standard and is continuing to monitor industry implementation issues, including pipeline laterals and renewable energy PPAs. Duke Energy expects an increase in assets and liabilities on its balance sheet along with the addition of required disclosures of key lease information. However, the ultimate impact of the new standard has not yet been determined. System enhancements, including additional processes and controls, will be required to facilitate the identification, tracking and reporting of potential leases based upon requirements of the new lease standard. Duke Energy has ~~elected not~~begun the implementation of a third-party software tool to ~~separately disclose discontinued operations on~~help with the ~~Condensed Consolidated Statements of Cash Flows. The following table summarizes Duke Energy's cash flows from discontinued operations related to~~adoption and ongoing accounting under the ~~International Disposal Group.~~

Nine Months Ended
(in millions) September 30, 2016
Cash flows provided by (used in):
Operating activities $ 201
Investing activities (35 )

~~PART I~~

~~DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –~~

~~DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.~~

~~Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)~~

~~Other Sale-Related Matters~~

During 2017, Duke Energy provided certain transition services to China Three Gorges and I Squared Capital. Cash flows related to providing the transition services were not material and as of September 30, 2017, all transition services related to the International Disposal Group ended. Additionally, Duke Energy will reimburse China Three Gorges and I Squared Capital for all tax obligations arising from the period preceding consummation on the transactions, totaling approximately $78 million. Duke Energy has not recorded any other liabilities, contingent liabilities or indemnifications related to the International Disposal Group.new standard.

3.2. BUSINESS SEGMENTS

Operating segments are determined based on information used by the chief operating decision-maker in deciding how to allocate resources and evaluate the performance of the business. Duke Energy evaluates segment performance based on segment income. Segment income is defined as income from continuing operations net of income attributable to noncontrolling interests. Segment income includes intercompany revenues and expenses that are eliminated on the Condensed Consolidated Financial Statements. Certain governance costs are allocated to each segment. In addition, direct interest expense and income taxes are included in segment income.

Duke Energy

The Electric Utilities and Infrastructure segment includes Duke Energy's regulated electric utilities in the Carolinas, Florida and the Midwest. The regulated electric utilities conduct operations through the Subsidiary Registrants that are substantially all regulated and, accordingly, qualify for regulatory accounting treatment. Electric Utilities and Infrastructure also includes Duke Energy's electric transmission infrastructure investments.

The Gas Utilities and Infrastructure segment includes Piedmont, Duke Energy's natural gas local distribution companies in Ohio and Kentucky, and Duke Energy's natural gas storage and midstream pipeline investments. Gas Utilities and Infrastructure's operations are substantially all regulated and, accordingly, qualify for regulatory accounting treatment.

Commercial Renewables is primarily comprised of nonregulated utility scale wind and solar generation assets located throughout the U.S.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

The remainder of Duke Energy’s operations is presented as Other, which is primarily comprised of ~~corporate~~ interest expense on holding company debt, unallocated corporate costs ~~contributions to the Duke Energy Foundation~~ and ~~the operations of~~ Duke Energy’s wholly owned captive insurance ~~subsidiary,~~company, Bison Insurance Company Limited (Bison). Other also includes Duke Energy's 2517.5 percent interest in ~~NMC,~~National Methanol Company (NMC), a large regional producer of methyl tertiary butyl ether ~~(MTBE)~~ located in Saudi Arabia. ~~In October 2017, Duke Energy's economic ownership interest in NMC decreased from 25 percent to 17.5 percent.~~ The investment in NMC is accounted for under the equity method of accounting.

Business segment information is presented in the following tables. Segment assets presented exclude intercompany assets.


	Three Months Ended September 30, 2017																		Three Months Ended June 30, 2018
	Electric		Gas					Total											Electric		Gas				Total
	Utilities and		Utilities and		Commercial			Reportable											Utilities and		Utilities and		Commercial		Reportable
(in millions)	Infrastructure		Infrastructure		Renewables			Segments		Other			Eliminations			Consolidated			Infrastructure		Infrastructure		Renewables		Segments		Other			Eliminations			Consolidated
Unaffiliated revenues	$	6,122	$	249	$	95		$	6,466	$	16		$	—		$	6,482		$	5,215	$	294	$	119	$	5,628	$	15		$	—		$	5,643
Intersegment revenues	7		23		—			30		19			(49		)	—			8		24		—		32		17			(49		)	—
Total revenues	$	6,129	$	272	$	95		$	6,496	$	35		$	(49	)	$	6,482		$	5,223	$	318	$	119	$	5,660	$	32		$	(49	)	$	5,643
Segment income (loss)^(c)(b)	$	1,020	$	19	$	(49	)	$	990	$	(34	)	$	—		$	956		$	575	$	28	$	38	$	641	$	(136	)	$	—		$	505
Add back noncontrolling interests																1																	2
Loss from discontinued operations, net of tax																(2		)															(5		)
Net income																$	955																$	502
Segment assets	$	118,323	$	11,361	$	4,216		$	133,900	$	2,240		$	185		$	136,325		$	121,947	$	11,437	$	4,233	$	137,617	$	2,461		$	181		$	140,259



	Three Months Ended June 30, 2017
	Electric		Gas				Total
	Utilities and		Utilities and		Commercial		Reportable
(in millions)	Infrastructure		Infrastructure		Renewables		Segments		Other			Eliminations			Consolidated
Unaffiliated revenues	$	5,150	$	279	$	110	$	5,539	$	16		$	—		$	5,555
Intersegment revenues	8		22		—		30		19			(49		)	—
Total revenues	$	5,158	$	301	$	110	$	5,569	$	35		$	(49	)	$	5,555
Segment income (loss)^(b)	$	729	$	27	$	26	$	782	$	(94	)	$	—		$	688
Add back noncontrolling interests															3
Loss from discontinued operations, net of tax															(2		)
Net income															$	689



	Six Months Ended June 30, 2018
	Electric		Gas				Total
	Utilities and		Utilities and		Commercial		Reportable
(in millions)	Infrastructure		Infrastructure		Renewables		Segments		Other			Eliminations			Consolidated
Unaffiliated revenues	$	10,530	$	997	$	220	$	11,747	$	31		$	—		$	11,778
Intersegment revenues	16		48		—		64		36			(100		)	—
Total revenues	$	10,546	$	1,045	$	220	$	11,811	$	67		$	(100	)	$	11,778
Segment income (loss)^(a)(b)(c)(d)	$	1,325	$	144	$	58	$	1,527	$	(402	)	$	—		$	1,125
Add back noncontrolling interests															4
Loss from discontinued operations, net of tax															(5		)
Net income															$	1,124

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)


	Three Months Ended September 30, 2016																	Six Months Ended June 30, 2017
	Electric		Gas					Total										Electric		Gas				Total
	Utilities and		Utilities and		Commercial			Reportable										Utilities and		Utilities and		Commercial		Reportable
(in millions)	Infrastructure		Infrastructure		Renewables			Segments		Other			Eliminations			Consolidated		Infrastructure		Infrastructure		Renewables		Segments		Other			Eliminations			Consolidated
Unaffiliated revenues	$	6,332	$	89	$	139		$	6,560	$	16		$	—		$	6,576	$	10,090	$	927	$	238	$	11,255	$	29		$	—		$	11,284
Intersegment revenues	8		—		—			8		16			(24		)	—		15		44		—		59		39			(98		)	—
Total revenues	$	6,340	$	89	$	139		$	6,568	$	32		$	(24	)	$	6,576	$	10,105	$	971	$	238	$	11,314	$	68		$	(98	)	$	11,284
Segment income (loss)^(c)(b)	$	1,189	$	15	$	(24	)	$	1,180	$	(181	)	$	—		$	999	$	1,364	$	160	$	51	$	1,575	$	(171	)	$	—		$	1,404
Add back noncontrolling interests																2																4
Income from discontinued operations, net of tax^(d)																180
Loss from discontinued operations, net of tax																																(2		)
Net income																$	1,181															$	1,406

Nine Months Ended September 30, 2017
Electric
Gas
Total

Utilities and
Utilities and
Commercial
Reportable

(in millions) Infrastructure
Infrastructure
Renewables
Segments
Other
Eliminations
Consolidated
Unaffiliated revenues $ 16,211
$ 1,175
$ 333
$ 17,719
$ 47
$ —
$ 17,766
Intersegment revenues 23
68
—
91
56
(147 ) —
Total revenues $ 16,234
$ 1,243
$ 333
$ 17,810
$ 103
$ (147 ) $ 17,766
Segment income (loss)^(a)(b)(c)
$ 2,384
$ 179
$ 2
$ 2,565
$ (205 ) $ —
$ 2,360
Add back noncontrolling interests 5
Loss from discontinued operations, net of tax (4 )
Net income $ 2,361

Nine Months Ended September 30, 2016
Electric
Gas
Total

Utilities and
Utilities and
Commercial
Reportable

(in millions) Infrastructure
Infrastructure
Renewables
Segments
Other
Eliminations
Consolidated
Unaffiliated revenues $ 16,406
$ 355
$ 365
$ 17,126
$ 40
$ —
$ 17,166
Intersegment revenues 24
3
—
27
51
(78 ) —
Total revenues $ 16,430
$ 358
$ 365
$ 17,153
$ 91
$ (78 ) $ 17,166
Segment income (loss)^(a)(c)
$ 2,557
$ 63
$ 13
$ 2,633
$ (436 ) $ —
$ 2,197
Add back noncontrolling interests 5
Income from discontinued operations, net of tax^(d)
190
Net income $ 2,392


(a)	~~Other~~Electric Utilities and Infrastructure includes ~~costs~~regulatory and legislative impairment charges related to ~~achieve the Piedmont acquisition.~~rate case orders, settlements or other actions of regulators or legislative bodies. See ~~Notes 2 and 10~~Note 3 for additional information.


(b)	~~For~~Other includes costs to achieve the ~~three and nine months ended September 30, 2017, Electric~~Piedmont acquisition.


(c)	Gas Utilities and Infrastructure includes an impairment ~~charge related to~~of the ~~Florida settlement agreement.~~investment in Constitution Pipeline Company, LLC (Constitution). See Note 43 for additional information.


~~(c)~~	~~Commercial Renewables includes impairment charges related to certain wind projects. See discussion below.~~

(d)

~~For~~Other includes the ~~three~~loss on the sale of the retired Beckjord Generating Station (Beckjord) described below and ~~nine months ended September 30, 2016, Income from Discontinued Operations includes an income~~a valuation allowance recorded against the alternative minimum tax ~~benefit resulting from immaterial out of period deferred tax liability adjustments.~~credits subject to sequestration. See Note 217 for additional ~~information.~~information on the valuation allowance.

~~During the three and nine months ended September 30, 2017,~~In February 2018, Duke Energy sold Beckjord, a nonregulated facility retired during 2014, and recorded a pretax ~~impairment charge~~loss of ~~$69~~$106 million within Gains (Losses) on ~~a wholly owned non-contracted wind project. The impairment was recorded~~Sales of Other Assets and Other, net and $1 million within Impairment charges on Duke Energy’s Condensed Consolidated Statements of Operations. The charge represents 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 the non-contracted wind project being located in a market that has experienced declining market pricing during 2017Operation, maintenance and ~~declining long-term forecasted energy and capacity prices, driven by low natural gas prices, additional renewable generation placed in service and lack of significant load growth.~~

~~During the three and nine months ended September 30, 2016, Duke Energy recorded an~~ other than temporary impairment (OTTI) of certain Commercial Renewables wind project investments accounted for under the equity method. The $71 million pretax impairment was recorded within Equity in earnings (losses) of unconsolidated affiliates on Duke Energy's Condensed Consolidated Statements of Operations. The other than temporary decline in value of these investments was primarily attributable to a sustained decline in market pricing where the wind investments are located, the continued projected net lossesOperations for the ~~projects~~six months ended June 30, 2018. The sale included the transfer of coal ash basins and ~~a reduction in the projected cash distributions~~other real property and indemnification from any and all potential future claims related to the ~~class of investment owned by Duke Energy.~~property, whether arising under environmental laws or otherwise.

~~PART I~~

~~DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –~~

~~DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.~~

~~Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)~~

Duke Energy Ohio

Duke Energy Ohio has two reportable operating segments, Electric Utilities and Infrastructure and Gas Utilities and Infrastructure.

Electric Utilities and Infrastructure transmits and distributes electricity in portions of Ohio and generates, distributes and sells electricity in portions of Northern Kentucky. Gas Utilities and Infrastructure transports and sells natural gas in portions of Ohio and Northern Kentucky. ~~It conducts~~Both reportable operating segments conduct operations primarily through Duke Energy Ohio and its wholly owned subsidiary, Duke Energy Kentucky.

The remainder of Duke Energy Ohio's operations is presented as Other, which is primarily comprised of governance costs allocated by its parent, Duke Energy, and revenues and expenses related to Duke Energy Ohio's contractual arrangement to buy power from the Ohio Valley Electric Corporation's (OVEC) power plants. See Note 98 for additional information on related party transactions.

Three Months Ended September 30, 2017
Electric
Gas
Total

Utilities and
Utilities and
Reportable

(in millions) Infrastructure
Infrastructure
Segments
Other
Consolidated
Total revenues $ 371
$ 90
$ 461
$ 10
$ 471
Segment income (loss) 50
14
64
(8 ) 56
Loss from discontinued operations, net of tax (1 )
Net income 55
Segment assets $ 5,006
$ 2,708
$ 7,714
$ 51
$ 7,765

Three Months Ended September 30, 2016
Electric
Gas
Total

Utilities and
Utilities and
Reportable

(in millions) Infrastructure
Infrastructure
Segments
Other
Consolidated
Total revenues $ 390
$ 89
$ 479
$ 10
$ 489
Segment income (loss) 52
12
64
(9 ) 55
Income from discontinued operations, net of tax^(a)
34
Net income $ 89



	Three Months Ended June 30, 2018
	Electric		Gas		Total
	Utilities and		Utilities and		Reportable
(in millions)	Infrastructure		Infrastructure		Segments		Other			Eliminations			Consolidated
Total revenues	$	346	$	103	$	449	$	10		$	—		$	459
Segment income (loss)/Net income	39		18		57		(11		)	—			46
Segment assets	$	5,336	$	2,727	$	8,063	$	40		$	(2	)	$	8,101

Nine Months Ended September 30, 2017
Electric
Gas
Total

Utilities and
Utilities and
Reportable

(in millions) Infrastructure
Infrastructure
Segments
Other
Consolidated
Total revenues $ 1,036
$ 360
$ 1,396
$ 30
$ 1,426
Segment income (loss) 96
56
152
(24 ) 128
Loss from discontinued operations, net of tax (1 )
Net income $ 127

Nine Months Ended September 30, 2016
Electric
Gas
Total

Utilities and
Utilities and
Reportable

(in millions) Infrastructure
Infrastructure
Segments
Other
Consolidated
Total revenues $ 1,053
$ 358
$ 1,411
$ 22
$ 1,433
Segment income (loss) 107
57
164
(29 ) 135
Income from discontinued operations, net of tax^(a)
36
Net income $ 171



	Three Months Ended June 30, 2017
	Electric		Gas		Total
	Utilities and		Utilities and		Reportable
(in millions)	Infrastructure		Infrastructure		Segments		Other			Consolidated
Total revenues	$	329	$	100	$	429	$	8		$	437
Segment income (loss)/Net income	22		17		39		(9		)	30


~~(a)~~	For the three and nine months ended September 30, 2016, Income from Discontinued Operations includes an income tax benefit resulting from immaterial out of period deferred tax liability adjustments. See Note 2 for additional information.

~~DUKE ENERGY CAROLINAS, PROGRESS ENERGY, DUKE ENERGY PROGRESS, DUKE ENERGY FLORIDA, DUKE ENERGY INDIANA AND PIEDMONT~~

Piedmont has one reportable segment, Gas Utilities and Infrastructure, which transports and sells natural gas. The remainder of Piedmont's operations is presented as Other, which is comprised of certain unallocated corporate costs, including acquisition-related expenses, and earnings from Piedmont's equity method investment in SouthStar prior to its sale. Piedmont sold its 15 percent membership interest in SouthStar on October 3, 2016. Piedmont's income, net of tax, from SouthStar for the three and nine months ended September 30, 2016, was $2 million and $12 million, respectively.



	Six Months Ended June 30, 2018
	Electric		Gas		Total
	Utilities and		Utilities and		Reportable
(in millions)	Infrastructure		Infrastructure		Segments		Other			Consolidated
Total revenues	$	682	$	277	$	959	$	24		$	983
Segment income (loss)/Net income^(a)	72		52		124		(103		)	21

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

The remaining Subsidiary Registrants each have one reportable operating segment, Electric Utilities and Infrastructure, which generates, transmits, distributes and sells electricity. The remainder of each company's operations is presented as Other, which is comprised of certain unallocated corporate costs. Other for Progress Energy also includes interest expense on corporate debt instruments of $56 million and $167 million for the three and nine months ended September 30, 2017, respectively, and $55 million and $166 million for the three and nine months ended September 30, 2016, respectively. The following table summarizes the net (loss) income of Other for each of these entities.

Three Months Ended Nine Months Ended
September 30, September 30,
(in millions) 2017
2016
2017
2016
Duke Energy Carolinas $ (6 ) $ (16 ) $ (18 ) $ (50 )
Progress Energy (32 ) (45 ) (120 ) (139 )
Duke Energy Progress (4 ) (10 ) (11 ) (26 )
Duke Energy Florida (2 ) (5 ) (7 ) (14 )
Duke Energy Indiana (2 ) (3 ) (5 ) (10 )
Piedmont (5 ) —
(18 ) 7



	Six Months Ended June 30, 2017
	Electric		Gas		Total
	Utilities and		Utilities and		Reportable
(in millions)	Infrastructure		Infrastructure		Segments		Other			Consolidated
Total revenues	$	665	$	270	$	935	$	20		$	955
Segment income (loss)/Net income	46		42		88		(16		)	72

~~The assets at Duke Energy Carolinas, Progress Energy, Duke Energy Progress, Duke Energy Florida and Duke Energy Indiana are substantially all included within~~(a) Other includes the ~~Electric Utilities and Infrastructure segment at September 30, 2017. The assets at Piedmont are substantially all included within~~loss on the ~~Gas Utilities and Infrastructure segment at September 30, 2017.~~sale of Beckjord.

4.3. REGULATORY MATTERS

RATE-RELATED INFORMATION

The NCUC, PSCSC, FPSC, IURC, PUCO, TPUC and KPSC approve rates for retail electric and natural gas services within their states. The FERC approves rates for electric sales to wholesale customers served under cost-based rates (excluding Ohio and Indiana), as well as sales of transmission service. The FERC also regulates certification and siting of new interstate natural gas pipeline projects.

Duke Energy Carolinas and Duke Energy Progress

Ash Basin Closure Costs Deferral – North Carolina

On December 30, 2016, Duke Energy Carolinas and Duke Energy Progress filed a joint petition with the NCUC seeking an accounting order authorizing deferral of certain costs incurred in connection with federal and state environmental remediation requirements related to the permanent closure of ash basins and other ash storage units at coal-fired generating facilities that have provided or are providing generation to customers located in North Carolina. ~~Initial comments were received in March 2017, and reply comments were filed on April 19, 2017.~~ The NCUC has consolidated Duke Energy Carolinas' and Duke Energy Progress’ coal ash deferral requests into their respective general rate case dockets for decision. See "2017 North Carolina Rate Case" sections below for additional discussion.

Power/Forward Deferral – South Carolina

On June 22, 2018, Duke Energy Carolinas and Duke Energy Progress filed a joint petition with the PSCSC seeking an accounting order authorizing deferral of certain costs incurred in connection with grid reliability, resiliency and modernization work that is being performed under the companies’ Power/Forward initiative. On July 25, 2018, the PSCSC ordered that the matter be set for filed comments and oral argument upon request of the Office of Regulatory Staff. A procedural schedule has not yet been issued. Duke Energy Carolinas and Duke Energy Progress cannot predict the outcome of this matter.

Duke Energy Carolinas

2017 North Carolina Rate Case

On August 25, 2017, Duke Energy Carolinas filed an application with the NCUC for a rate increase for retail customers of approximately $647 million, which ~~represents~~represented an approximate 13.6 percent increase in annual base revenues. The rate increase iswas driven by capital investments subsequent to the previous base rate case, including the William States Lee Combined Cycle Facility discussed below, grid improvement projects, advanced metering infrastructure (AMI), investments in customer service technologies, costs of complying with coal combustion residuals (CCR) regulations and the North Carolina Coal Ash Management Act of 2014 (Coal Ash Act) and recovery of costs related to licensing and development of the William States Lee III Nuclear Station (Lee Nuclear Station) discussed below. ~~An evidentiary hearing is scheduled to begin on~~

On February ~~19, 2018.~~28, 2018, Duke Energy Carolinas ~~cannot predict~~and the ~~outcome~~North Carolina Public Staff filed an Agreement and Stipulation of ~~this matter.~~

~~Lincoln County Combustion Turbine Addition~~Partial Settlement resolving certain portions of the proceeding. Terms of the settlement included a return on equity of 9.9 percent and a capital structure of 52 percent equity and 48 percent debt. As a result of the settlement, Duke Energy Carolinas recorded a pretax charge of approximately $4 million to Operation, maintenance and other on the Condensed Consolidated Statements of Operations.

On June ~~12, 2017,~~1, 2018, Duke Energy Carolinas and certain intervenors filed ~~an application with~~a Pilot Grid Rider Agreement and Stipulation (Grid Rider Stipulation) in which the ~~NCUC for a Certificate of Public Convenience and Necessity (CPCN)~~parties agreed to construct and operate a new 402-megawatt (MW) simple cycle advanced combustion turbine natural gas-fueled electric generating unit at its existing Lincoln County site. The request also included construction of related transmission and natural gas pipeline interconnection facilities. If approved, construction would begin in 2018 with an extended commissioning and validation period from 2020-2024 and an estimated commercial operation date in 2024. An evidentiary hearing was held in August 2017. Briefs and proposed orders were filed on October 9, 2017. A decision is expected by the ~~end of 2017.~~proposal Duke Energy Carolinas ~~cannot predict~~introduced in a post-hearing brief on April 27, 2018, along with additional commitments by Duke Energy Carolinas. Also on June 1, 2018, Duke Energy Carolinas and the ~~outcome~~Commercial Group filed a Partial Stipulation and Settlement Agreement to be considered in conjunction with the Stipulation.

Components of ~~this matter.~~the Grid Rider Stipulation included:

Duke Energy Carolinas would recover Power/Forward costs through a pilot, three-year Grid Rider except for costs related to targeted undergrounding of power lines, cable and conduit replacement, and power pole replacement;

Excluded costs were to be deferred with a return until Duke Energy Carolinas’ next base rate case proceeding; and

Costs incurred during the three-year pilot, both rider recoverable and deferred, were subject to a 4.5 percent cumulative cap of total annual electric service revenue.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

On June 22, 2018, the NCUC issued an order approving the Stipulation of Partial Settlement and requiring a revenue reduction. The order also included the following material components not covered in the Stipulation:

Recovery of $554 million of deferred coal ash basin closure costs over a five-year period with a return at Duke Energy Carolinas' weighted average cost of capital (WACC);

Assessment of a $70 million management penalty ratably over a five-year period by reducing the annual recovery of the deferred coal ash costs;

Denial of Duke Energy Carolinas' request for recovery of future estimated ongoing annual coal ash costs of $201 million with approval to defer such costs with a return at Duke Energy Carolinas' WACC, to be considered for recovery in the next rate case;

Inclusion in rates of costs related to the Lee Combined Cycle Facility, two new solar facilities, and AMI deployment as requested;

Recovery of Lee Nuclear Station licensing and development cost of $347 million over a 12-year period, but denial of a return on the deferred balance of costs;

Reduction in revenue related to lower income tax expense resulting from the Federal Tax Cuts and Jobs Act (Tax Act), and a requirement to maintain all excess deferred income tax resulting from the Tax Act in a regulatory liability account pending flowback to customers as approved by the commission at the earlier of three years or Duke Energy Carolinas’ next general rate case proceeding; and

Denial of the proposed Grid Rider Stipulation related to Power/Forward costs and denial of deferral accounting treatment of the costs at this time. Duke Energy Carolinas may petition for deferral of grid modernization costs outside of a general rate case proceeding if it can show financial hardship or a stipulation that includes greater consensus among intervening parties on costs being classified as grid modernization.

As a result of the Order, Duke Energy Carolinas recorded a pretax charge of approximately $150 million to Impairment charges and Operation, maintenance and other on the Condensed Consolidated Statements of Operations. The charge is primarily related to the denial of a return on the Lee Nuclear Project and for previously recognized return impacted by the coal ash management penalty described above. On July 27, 2018, NCUC approved Duke Energy Carolinas' compliance filing. As a result, revised customer rates will become effective on August 1, 2018.

On July 20, 2018, the North Carolina Attorney General filed a Notice of Appeal to the North Carolina Supreme Court from the June 22, 2018, Order Accepting Stipulation, Deciding Contested Issues and Requiring Revenue Reduction issued by the NCUC. The Attorney General contends the commission’s order should be reversed and remanded, as it is in excess of the commission’s statutory authority; affected by errors of law; unsupported by competent, material and substantial evidence in view of the entire record as submitted; and arbitrary or capricious. The Sierra Club, North Carolina Sustainable Energy Association, North Carolina Justice Center, North Carolina Housing Coalition, Natural Resource Defense Council and Southern Alliance for Clean Energy have also filed Notices of Appeal to the North Carolina Supreme Court from the June 22, 2018, Order Accepting Stipulation, Deciding Contested Issues and Requiring Revenue Reduction. Duke Energy Carolinas cannot predict the outcome of this matter.

FERC Formula Rate Matter

On July 31, 2017, Piedmont Municipal Power Agency (PMPA) filed a complaint with FERC against Duke Energy Carolinas alleging that Duke Energy Carolinas misapplied the formula rate under the PPA between the parties by including in its rates amortization expense associated with regulatory assets and recorded in a certain account without FERC approval. On February 15, 2018, FERC issued an order ruling in favor of PMPA and ordered Duke Energy Carolinas to refund to PMPA all amounts improperly collected under the PPA. Duke Energy Carolinas has issued to PMPA and similarly situated wholesale customers refunds of approximately $25 million. FERC also set the matter for settlement and hearing. PMPA and other customers filed a protest to Duke Energy Carolinas' refund report claiming that the refunds are inadequate in that (1) Duke Energy Carolinas invoked the limitations periods in the contracts to limit the time period for which the refunds were paid and the customers disagree that this limitation applies, and (2) Duke Energy Carolinas refunded only amounts recovered through a certain account and the customers have asserted that the order applies to all regulatory assets. On July 3, 2018, FERC issued an order accepting Duke Energy Carolinas' refund report and ruling that these claims are outside the scope of FERC's February order. Duke Energy Carolinas cannot predict the outcome of this matter.

William States Lee Combined Cycle Facility

On April 9, 2014, the PSCSC granted Duke Energy Carolinas and North Carolina Electric Membership Corporation (NCEMC) a Certificate of Environmental Compatibility and Public Convenience and Necessity ~~(CECPCN)~~ for the construction and operation of a ~~750-MW~~750-megawatt (MW) combined-cycle natural gas-fired generating plant at Duke Energy Carolinas' existing William States Lee Generating Station in Anderson, South Carolina. Duke Energy Carolinas began construction in July 2015 and ~~estimates a cost to build of $600 million for~~ its share of the cost to build the facility was approximately $650 million, including allowance for funds used during construction (AFUDC). Approximately $600 million is being recovered through base rate or deferral filings in North Carolina and South Carolina. The remaining amount will be included in future rate filings. The project ~~is expected to be commercially available in late 2017.~~commenced commercial operation on April 5, 2018. NCEMC will own approximately 13 percent of the project. On July 3, 2014, the South Carolina Coastal Conservation League (SCCL) and Southern Alliance for Clean Energy (SACE) jointly filed a Notice of Appeal with the Court of Appeals of South Carolina (S.C. Court of Appeals) seeking the court's review of the PSCSC's decision, claiming the PSCSC did not properly consider a request related

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to a proposed solar facility prior to granting approval of the CECPCN. The S.C. Court of Appeals affirmed the PSCSC's decision on February 10, 2016, and on March 24, 2016, denied a request for rehearing filed by SCCL and SACE. On April 21, 2016, SCCL and SACE petitioned the South Carolina Supreme Court for review of the S.C. Court of Appeals decision. On March 24, 2017, the South Carolina Supreme Court denied the request for review, thus concluding the matter.Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

Lee Nuclear Station

In December 2007, Duke Energy Carolinas applied to the NRC for combined operating licenses (COLs) for two Westinghouse Electric Company (Westinghouse) AP1000 reactors for the proposed William States Lee III Nuclear Station to be located at a site in Cherokee County, South Carolina. The NCUC and PSCSC concurred with the prudency of Duke Energy Carolinas ~~decisions to incur~~incurring certain project development and preconstruction costs through several separately issued orders, ~~through 2011,~~ although full cost recovery is not guaranteed. In December 2016, the NRC issued a COL for each reactor. Duke Energy Carolinas is not required to build the nuclear reactors as a result of the COLs being issued.

~~On March 29, 2017, Westinghouse filed for voluntary Chapter 11 bankruptcy in the U.S. Bankruptcy Court for the Southern District of New York. On May 15, 2017, the NCUC issued an order requiring~~The Duke Energy Carolinas to provide information regarding potential impacts of the Westinghouse bankruptcy on the Lee Nuclear Station, as well as Duke Energy Carolinas' plans for cost recovery and additional financial information regarding the project. As part of its 2017 North Carolina Rate Caserate case filing discussed above ~~Duke Energy Carolinas is seeking NCUC approval~~included a request to cancel the development of the Lee Nuclear Station project, recover incurred licensing and development costs and maintain the license issued by the NRC as an option for potential future development. The cancellation request was due to the Westinghouse bankruptcy filing and other market ~~activity~~activity. The NCUC Order issued on June 22, 2018, approved the cancellation of the Lee Nuclear Project, allowed Duke Energy Carolinas to continue to maintain the COLs, provided for recovery of the North Carolina retail allocation of project development costs, including AFUDC accrued through December 31, 2017, over 12 years and disallowed any return on the unamortized balance during the 12-year recovery period.

Given the recent repeal of certain sections of the Base Load Review Act in South Carolina combined with the cancellation of the project, Duke Energy Carolinas determined that it was no longer probable it would be allowed a return on its share of project development costs attributable to South Carolina. As a result, Duke Energy Carolinas recorded a pretax impairment of $29 million within Impairment charges on the Condensed Consolidated Statements of Operations and Comprehensive Income.

South Carolina Petition

On June 22, 2018, Duke Energy Carolinas filed a petition with the PSCSC requesting an accounting order to defer certain costs incurred in connection with the addition of the William States Lee Combined Cycle Facility, the ongoing deployment of Duke Energy Carolinas new billing and Customer Information System and the addition of the Carolinas West Primary Distribution Control Center. This request totaling approximately $33 million was approved on July 25, 2018.

Sale of Hydroelectric (Hydro) Plants

In May 2018, Duke Energy Carolinas entered an agreement for the sale of five hydro plants with a combined 18.7-MW generation capacity in the Western Carolinas region to Northbrook Energy. The completion of the transaction is subject to approval from FERC, as well as other state regulatory agencies and is ~~requesting recovery~~contingent upon regulatory approval from the NCUC and PSCSC to defer the total estimated loss on the sale of ~~incurred licensing~~approximately $40 million. On July 5, 2018, Duke Energy Carolinas filed for approval of the sale of the five hydro plants to Northbrook, to transfer the Certificates of Public Convenience and ~~development costs.~~Necessity for the four North Carolina hydro plants and to establish a regulatory asset for the North Carolina retail portion of the difference between sales proceeds and net book value. Duke Energy Carolinas will ~~maintain~~also file with PSCSC requesting recovery for the ~~license issued~~total estimated loss. If commission approval is not received, Duke Energy Carolinas can cancel the sales agreement and retain the hydro facilities. If commission approval is received, the closing is expected to occur during the first quarter of 2019. After closing, Duke Energy Carolinas will purchase all of the capacity and energy generated by these facilities at the ~~NRC in December 2016.~~avoided cost for five years through power purchase agreements. Duke Energy Carolinas cannot predict the outcome of this matter.

Duke Energy Progress

2017 North Carolina Rate Case

On June 1, 2017, Duke Energy Progress filed an application with the NCUC for a rate increase for retail customers of approximately $477 million, which ~~represents~~represented an approximate 14.9 percent increase in annual base revenues. Subsequent to the filing, Duke Energy Progress adjusted the requested amount to $420 million, representing an approximate 13 percent increase. The rate increase is driven by capital investments subsequent to the previous base rate case, costs of complying with CCR regulations and the Coal Ash Act, costs relating to storm recovery, investments in customer service technologies and recovery of costs associated with renewable purchased power. Intervenors in the case filed testimony in October 2017 and Duke Energy Progress' responses are due November 6, 2017. An evidentiary hearing is scheduled to begin November 20, 2017. Duke Energy Progress cannot predict the outcome of this matter.

~~Storm Cost Deferral Filing~~

On December 16, 2016, Duke Energy Progress filed a petition with the NCUC requesting an accounting order to defer certain costs incurred in connection with response to Hurricane Matthew and other significant storms in 2016. The final estimate of incremental operation and maintenance and capital costs of $116 million was filed with the NCUC in September 2017. On ~~March 15, 2017, the NCUC Public Staff filed comments supporting deferral of a portion of Duke Energy Progress’ requested amount. Duke Energy Progress filed reply comments on April 12, 2017. On~~ July 10, 2017, the NCUC consolidated Duke Energy Progress' storm deferral request into the Duke Energy Progress rate case docket for decision. ~~See "2017~~

On November 22, 2017, Duke Energy Progress and the North Carolina Public Staff filed an Agreement and Stipulation of Partial Settlement resolving certain portions of the proceeding. Terms of the settlement included a return on equity of 9.9 percent and a capital structure of 52 percent equity and 48 percent debt. As a result of the settlement, in 2017 Duke Energy Progress recorded pretax charges totaling approximately $25 million to Impairment charges and Operation, maintenance and other on the Condensed Consolidated Statements of Operations, principally related to disallowances from rate base of certain projects at the Mayo and Sutton plants. On February 23, 2018, the NCUC issued an order approving the stipulation. The order also included the following material components not covered in the stipulation:

Recovery of the remaining $234 million of deferred coal ash basin closure costs over a five-year period with a return at Duke Energy Progress' WACC, excluding $9.5 million of retail deferred coal ash basin costs related to ash hauling at Duke Energy Progress' Asheville Plant;

Assessment of a $30 million management penalty ratably over a five-year period by reducing the annual recovery of the deferred coal ash costs;

Denial of Duke Energy Progress' request for recovery of future estimated ongoing annual coal ash costs of $129 million with approval to defer such costs with a return at Duke Energy Progress' WACC, to be considered for recovery in the next rate case; and

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

Approval to recover $51 million of the approximately $80 million deferred storm costs over a five-year period with amortization beginning in October 2016. The order did not allow the deferral of the associated capital costs or a return on the deferred balance during the deferral period.

The order also impacted certain amounts that were similarly recorded on Duke Energy Carolinas' Condensed Consolidated Balance Sheets. As a result of the order, Duke Energy Progress and Duke Energy Carolinas recorded pretax charges of $68 million and $14 million, respectively, in the first quarter of 2018 to Impairment charges, Operation, maintenance and other and Interest Expense on the Condensed Consolidated Statements of Operations. These charges primarily related to the coal ash basin disallowance and previously recognized return impacted by the coal ash management penalty and deferred storm cost adjustments. Revised customer rates became effective on March 16, 2018.

On May 15, 2018, the Public Staff of the NCUC filed a Notice of Cross Appeal to the North Carolina Supreme Court from the February 23, 2018, Order Accepting Stipulation, Deciding Contested Issues and Granting Partial Rate ~~Case" for additional discussion.~~Increase issued by the NCUC. The Public Staff contend the commission’s order should be reversed and remanded, as it is affected by errors of law, and is unsupported by competent, material and substantial evidence in view of the entire record as submitted. Duke Energy Progress cannot predict the outcome of this matter. The North Carolina Attorney General and Sierra Club have also filed Notices of Appeal to the North Carolina Supreme Court from the February 23, 2018, Order Accepting Stipulation, Deciding Contested Issues and Granting partial Rate Increase.

South Carolina Rate Case

In December 2016, the PSCSC approved a rate case settlement agreement among the Office of Regulatory Staff, intervenors and Duke Energy Progress. Terms of the settlement agreement included an approximate $56 million increase in revenues over a two-year period. An increase of approximately $38 million in revenues was effective January 1, 2017, and an additional increase of approximately $18.5 million in revenues was effective January 1, 2018. Duke Energy Progress amortized approximately $18.5 million from the cost of removal reserve in 2017. Other settlement terms included a rate of return on equity of 10.1 percent, recovery of coal ash costs incurred from January 1, 2015, through June 30, 2016, over a 15‑year period and ongoing deferral of allocated ash basin closure costs from July 1, 2016, until the next base rate case. The settlement also provides that Duke Energy Progress will not seek an increase in rates in South Carolina to occur prior to 2019, with limited exceptions.

Western Carolinas Modernization Plan

On November 4, 2015, Duke Energy Progress announced a Western Carolinas Modernization Plan, which included retirement of the existing Asheville coal-fired plant, the construction of two 280‑MW combined-cycle natural gas plants having ~~dual fuel~~dual-fuel capability, with the option to build a third natural gas simple cycle unit in 2023 based upon the outcome of initiatives to reduce the region's power demand. The plan also included upgrades to existing transmission lines and substations, installation of solar generation and a pilot battery storage project. These investments will be made within the next seven years. Duke Energy Progress is also working with the local natural gas distribution company to upgrade an existing natural gas pipeline to serve the natural gas plant.

On March 28, 2016, the NCUC issued an order approving a ~~CPCN~~Certificate of Public Convenience and Necessity (CPCN) for the new combined-cycle natural gas plants, but denying the CPCN for the contingent simple cycle unit without prejudice to Duke Energy Progress to refile for approval in the future. On March 28, ~~2017,~~2018, Duke Energy Progress filed an annual progress report for the construction of the combined-cycle plants with the NCUC, with an estimated cost of $893 million. Site preparation activities for the combined-cycle plants are ~~underway~~complete and construction of these plants ~~is scheduled to begin~~began in 2017, with an expected in-service date in late 2019. Duke Energy Progress plans to file for future approvals related to the proposed solar generation and pilot battery storage project.

The carrying value of the 376-MW Asheville coal-fired plant, including associated ash basin closure costs, of ~~$405~~$344 million and ~~$492~~$385 million is included in Generation facilities to be retired, net on Duke Energy Progress' Condensed Consolidated Balance Sheets as of ~~September~~June 30, ~~2017,~~2018, and December 31, 2017, respectively. Duke Energy Progress' request for a regulatory asset at the time of retirement with amortization over a 10-year period was approved by the NCUC on February 23, 2018.

Shearon Harris Nuclear Plant Expansion

In 2006, Duke Energy Progress selected a site at Harris to evaluate for possible future nuclear expansion. On February 19, 2008, Duke Energy Progress filed its COL application with the NRC for two Westinghouse AP1000 reactors at Harris, which the NRC docketed for review. On May 2, 2013, Duke Energy Progress filed a letter with the NRC requesting the NRC to suspend its review activities associated with the COL at the Harris site. The NCUC and PSCSC approved deferral of retail costs. Total deferred costs were approximately $47 million as of December 31, 2017, and are recorded in Regulatory assets on Duke Energy Progress’ Condensed Consolidated Balance Sheets. On November 17, 2016, ~~respectively.~~the FERC approved Duke Energy Progress’ rate recovery request filing for the wholesale ratepayers’ share of the abandonment costs, including a debt only return to be recovered through revised formula rates and amortized over a 15-year period beginning May 1, 2014. As part of the settlement agreement for the 2017 North Carolina Rate Case discussed above, Duke Energy Progress will amortize the regulatory asset over an eight-year period. NCUC approved the settlement on February 23, 2018.

South Carolina Petitions

On June 22, 2018, Duke Energy Progress filed a petition with the PSCSC seeking an accounting order authorizing Duke Energy Progress to adopt new depreciation rates, effective March 16, 2018, that reflect the results of Duke Energy Progress’ most recent depreciation study. Also on June 22, 2018, Duke Energy Progress filed a petition with the PSCSC requesting an accounting order to defer certain costs incurred in connection with the deployment of AMI, the ongoing deployment of Duke Energy Progress' new billing and Customer Information System, new depreciation rates and costs incurred in connection with the excess return of certain state taxes from North Carolina. These requests totaling approximately $20 million were approved on July 25, 2018.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

FERC Form 1 Reporting Matter

On October 18, 2017, Fayetteville Public Works Commission (FPWC) filed with FERC a complaint against Duke Energy Progress. In the complaint, FPWC alleges that Duke Energy Progress’ change in its method of reporting materials and supplies inventory on FERC Form 1 for 2015 constituted a change in accounting practice that Duke Energy Progress was not permitted to implement without first obtaining FERC approval. On April 23, 2018, FERC issued an order finding that Duke Energy Progress’ new reporting methodology was not proper and required Duke Energy Progress to revise its FERC Form 1s beginning in 2014 and to issue refunds to formula rate customers. Duke Energy Progress estimates that these refunds will total approximately $14 million. On May 23, 2018, Duke Energy Progress filed a request for rehearing alleging that FERC’s order is incorrect. Duke Energy Progress revised its FERC Form 1 filings in June 2018. Duke Energy Progress cannot predict the outcome of this matter.

Duke Energy Florida

~~Hurricane Irma~~ Storm ~~Damage~~Restoration Cost Recovery

In September 2017, ~~all of~~ Duke Energy Florida’s service territory ~~was impacted by~~suffered significant damage from Hurricane Irma, ~~which caused significant damage,~~ resulting in approximately 1.3 million customers experiencing outages. ~~Total~~In the fourth quarter of 2017, Duke Energy Florida also incurred preparation costs related to Hurricane Nate. On December 28, 2017, Duke Energy Florida filed a petition with the FPSC to recover incremental storm restoration costs including capital, are currently estimated at approximately $500 million. These estimates could change as Duke Energy Florida receives additional information on actual costs. After depleting any existing storm reserves, which were approximately $60 million before Hurricanefor hurricanes Irma ~~Duke Energy Florida is permitted to petition the FPSC for recovery of additional incremental operation~~ and ~~maintenance costs resulting from the storm~~Nate and to replenish the storm ~~reserve~~reserve. On February 6, 2018, the FPSC approved a stipulation that would apply tax savings resulting from the Tax Act toward storm costs effective January 2018 in lieu of implementing a storm surcharge. Storm costs are currently expected to be fully recovered by approximately ~~$132 million for retail customers.~~mid-2021. On May 31, 2018, Duke Energy Florida ~~plans~~filed a petition for approval of actual storm restoration costs and associated recovery process related to ~~make~~Hurricanes Irma and Nate. The petition is seeking the approval for the recovery in the amount of $510 million in actual recoverable storm restoration costs, including the replenishment of Duke Energy Florida’s storm reserve of $132 million, and the process for recovering these recoverable storm costs. The evidentiary hearing in this ~~petition by~~matter is scheduled for the ~~end~~week of ~~2017.~~October 15, 2018. At ~~September~~June 30, ~~2017,~~2018, Duke Energy Florida's Condensed Consolidated Balance Sheets included approximately ~~$400~~$295 million of recoverable costs under the FPSC's storm rule in Regulatory assets within Current Assets and Other Noncurrent Assets related to ~~deferred Hurricane Irma~~ storm ~~costs. This amount is in addition~~recovery. Duke Energy Florida cannot predict the outcome of this matter.

Tax Act

Pursuant to ~~the storm reserve replenishment discussed above as part of~~ Duke Energy Florida's ~~petition to the FPSC.~~

2017 ~~Second~~ Revised and Restated Settlement Agreement, on May 31, 2018, Duke Energy Florida filed a petition related to the Tax Act, which included annual tax savings of $84 million and annual amortization of excess deferred taxes of $67 million for a total of $151 million. The pretax revenue requirement impact is $201 million, of which $50 million will be offset with accelerated depreciation of Crystal River 4 and 5 coal units and $151 million will be offset by Hurricane Irma storm cost recovery as explained in the Storm Restoration Cost Recovery section above. The petition is subject to review and approval by the FPSC. The hearing is scheduled to begin on January 8, 2019. Duke Energy Florida cannot predict the outcome of this matter.

Citrus County Combined Cycle Facility

On October 25, 2017, the FPSC approved a 2017 Second Revised and Restated Settlement Agreement (2017 Settlement) filed by Duke Energy Florida. The 2017 Settlement replaces and supplants the Revised and Restated Stipulation and Settlement Agreement approved in November 2013 (2013 Settlement). The 2017 Settlement extends the base rate case stay-out provision from the 2013 Settlement through the end of 2021 unless actual or projected return on equity falls below 9.5 percent; however, Duke Energy Florida is allowed a multiyear increase to its base rates of $67 million per year in 2019, 2020 and 2021, as well as base rate increases for solar generation. In addition to carrying forward the provisions contained in the 2013 Settlement related to the Crystal River 1 and 2, coal units and future generation needs in Florida, the 2017 Settlement contains provisions related to future investments in solar and renewable energy technology, future investments in AMI technology as well as recovery of existing meters, impacts of potential tax reform, an electric vehicle charging station pilot program, as well as the termination of the proposed Levy Nuclear Project discussed below. As part of the 2017 Settlement, Duke Energy Florida will not move forward with building the Levy nuclear plant and recorded an pretax impairment charge of approximately $135 million in third quarter 2017 to write off all unrecovered Levy Nuclear Project costs, including the COL.

The 2017 Settlement includes provisions to recover 2017 under-recovered fuel costs of approximately $196 million over a 24-month period beginning in January 2018. On September 1, 2017, Duke Energy Florida submitted Alternate 2018 Fuel and Capacity clause projection filings consistent with the terms of the 2017 Settlement. The updated capacity filing reflects the removal of all Levy costs. The FPSC approved Duke Energy Florida's 2018 Alternate projection filings on October 25, 2017. A final order is expected by the end of 2017.

~~Levy Nuclear Project~~

~~On July 28, 2008, Duke Energy Florida applied to the NRC for COLs for two Westinghouse AP1000 reactors at Levy (Levy Nuclear Project). In 2008,~~2014, the FPSC granted Duke Energy ~~Florida’s petition for an affirmative~~Florida a Determination of Need and related orders requesting cost recovery under Florida’s nuclear cost-recovery rule, together with the associated facilities, including transmission lines and substation facilities. In October 2016, the NRC issued COLs for the ~~proposed Levy Nuclear Plant Units 1 and 2.~~construction of a 1,640-MW combined-cycle natural gas plant in Citrus County, Florida. On May 5, 2015, the Florida Department of Environmental Protection approved Duke Energy ~~Florida~~Florida's Site Certification Application. The project has received all required permits and approvals and construction began in October 2015. The facility is ~~not required~~expected to ~~build~~be commercially available by the ~~nuclear reactors as a result~~end of 2018 at an estimated cost of $1.5 billion, including AFUDC. Actual costs in excess of the ~~COLs being issued.~~

estimated amount may not be collected from customers absent a showing of extraordinary circumstances. On January 28, 2014, Duke Energy Florida terminated the Levy engineering, procurement and construction agreement (EPC). Duke Energy Florida may be required to pay for work performed under the EPC. Duke Energy Florida recorded an exit obligation in 2014 for the termination of the EPC. This liability was recorded within Other in Other Noncurrent Liabilities with an offset primarily to Regulatory assets on the Condensed Consolidated Balance Sheets. Duke Energy Florida is allowed to recover reasonable and prudent EPC cancellation costs from its retail customers. On May 1, 2017, Duke Energy Florida filed a request with the FPSC to recover approximately $82 million of Levy Nuclear Project costs from retail customers in 2018. As part of the 2017 Settlement discussed above, Duke Energy Florida is no longer seeking recovery of costs related to the Levy Nuclear Project and the ongoing Westinghouse litigation discussed in Note 5. All remaining Levy Nuclear Project issues have been resolved.

~~Hines Chiller Uprate Project~~

~~On February~~April 2, ~~2017,~~2018, Duke Energy Florida filed a petition seeking approval to include in base rates the revenue ~~requirement for a Chiller Uprate Project (Uprate Project) at~~requirements associated with the ~~Hines Energy Complex. The Uprate Project was placed into service in March 2017 at a cost of approximately $150 million.~~new facility. The annual retail revenue requirement is approximately ~~$19~~$200 million. On ~~March 28, 2017,~~July 10, 2018, the FPSC ~~issued an order approving~~voted to approve Duke Energy Florida's request to include the revenue ~~requirement, which was included~~requirements for the new Citrus County combined-cycle units in base ~~rates~~rates. The rate increase for the first ~~billing cycle of April 2017.~~unit is expected to take place in November 2018 and the rate increase for the second unit is expected to take place in January 2019. The plant will receive natural gas from the Sabal Trail pipeline discussed below.

Duke Energy Ohio

~~Duke Energy Kentucky Rate Case~~2017 Electric Security Plan Filing

On ~~September~~June 1, 2017, Duke Energy ~~Kentucky~~Ohio filed with the PUCO a request for a standard service offer in the form of an electric security plan (ESP). If approved by the PUCO, the term of the ESP would be from June 1, 2018, to May 31, 2025. Terms of the ESP include continuation of market-based customer rates through competitive procurement processes for generation, continuation and expansion of existing rider mechanisms and proposed new rider mechanisms relating to regulatory mandates, costs incurred to enhance the customer experience and transform the grid and a service reliability rider for vegetation management. On February 15, 2018, the procedural schedule was suspended to facilitate ongoing settlement discussions. On April 13, 2018, Duke Energy Ohio filed a ~~rate case~~Motion to consolidate this proceeding with several other cases currently pending before the PUCO, including, but not limited to, its Electric Base Rate Case. Additionally, on April 13, 2018, Duke Energy Ohio, along with certain intervenors, filed a Stipulation and Recommendation (Stipulation) with the ~~KPSC requesting an increase~~PUCO resolving certain issues in ~~electric base rates of approximately $49 million, which represents an approximate 15 percent increase on~~this proceeding. The Stipulation establishes a regulatory model for the average customer bill. The rate increase is driven by increased investment in utility plant, increased operations and maintenance expenses, and recovery of regulatory assets. The application also includes implementationnext seven years via the approval of the Environmental Surcharge Mechanism to recover environmental costs not recovered in base rates, requests to establish a Distribution Capital Investment Rider to recover incremental costs of specific programs, requests to establish a FERC Transmission Cost Reconciliation Rider to recover escalating transmission costsESP and ~~modification~~continues the current model for procuring supply for non-shopping customers, including recovery mechanisms. The Stipulation is subject to the ~~Profit Sharing Mechanism to increase customers' share~~review and approval of proceeds from the benefits of owning generation and to mitigate shareholder risks associated with that generation. The KPSC set filing deadlines of December 29, 2017, and February 14, 2018, for intervenor testimony and rebuttal testimony, respectively.PUCO. An evidentiary hearing ~~has not been scheduled.Duke Energy Kentucky anticipates that rates~~to review the Stipulation and other issues in the cases will ~~go into effect in mid-April~~conclude on August 6, 2018. Duke Energy ~~Kentucky~~Ohio cannot predict the outcome of this matter.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

Electric ~~Security Plan Filing~~Base Rate Case

~~On June 1, 2017,~~ Duke Energy Ohio filed with the PUCO an electric distribution base rate case application and supporting testimony in March 2017. Duke Energy Ohio has requested an estimated annual increase of approximately $15 million and a ~~request~~return on equity of 10.4 percent. The application also includes requests to continue certain current riders and establish new riders. On September 26, 2017, the PUCO staff filed a report recommending a revenue decrease between approximately $18 million and $29 million and a return on equity between 9.22 percent and 10.24 percent. On February 15, 2018, the procedural schedule was suspended to facilitate ongoing settlement discussions. On April 13, 2018, Duke Energy Ohio filed a Motion to consolidate this proceeding with several other cases currently pending before the PUCO. On April 13, 2018, Duke Energy Ohio, along with certain intervenors, filed the Stipulation with the PUCO resolving certain issues in this proceeding. Major components of the Stipulation include a $19 million annual base distribution rate decrease with a return on equity of 9.84 percent based upon a capital structure of 50.75 percent equity and 49.25 percent debt. Upon approval of new rates, Duke Energy Ohio's rider for ~~a standard service offer~~recovering its initial SmartGrid implementation ends as the costs will be recovered through base rates. The Stipulation also renews 14 existing riders, some of which were included in the ~~form of an electric security plan (ESP). If approved by~~Company's ESP, and two new riders including the ~~PUCO,~~Enhanced Service Reliability Rider to recover vegetation management costs not included in base rates, up to $10 million per year (operation and maintenance only) and the ~~term of the ESP would be from June 1, 2018,~~Power Forward Rider to May 31, 2024. Terms of the ESP include continuation of market-based customer rates through competitive procurement processes for generation, continuation and expansion of existing rider mechanisms and proposed new rider mechanisms relating to regulatory mandates,recover costs incurred to enhance the customer experience and further transform the grid (operation and ~~a service reliability rider for vegetation management. Public hearings were held in October 2017~~maintenance and ancapital). The Stipulation is subject to the review and approval of the PUCO. An evidentiary hearing ~~scheduled~~ to ~~begin~~review the Stipulation and other issues in the cases will conclude on ~~November 13, 2017, has been continued~~August 6, 2018. In addition to ~~November 28, 2017.~~the changes in revenue attributable to the Stipulation, Duke Energy Ohio’s capital-related riders, including the Distribution Capital Investments Rider, began to reflect the lower federal income tax rate associated with the Tax Act with updates to customers’ bills beginning April 1, 2018. This change reduces electric revenue by approximately $20 million on an annualized basis. Duke Energy Ohio cannot predict the outcome of this matter.

~~Woodsdale Station Fuel System Filing~~

On June 9, 2015, the FERC ruled in favor of PJM Interconnection, LLC (PJM) on a revised Tariff and Reliability Assurance Agreement including implementation of a Capacity Performance (CP) proposal and to amend sections of the Operating Agreement related to generation non-performance. The CP proposal includes performance-based penalties for non-compliance. Duke Energy Kentucky is a Fixed Resource Requirement (FRR) entity, and therefore is subject to the compliance standards through its FRR plans. A partial CP obligation will apply to Duke Energy Kentucky in the delivery year beginning June 1, 2019, with full compliance beginning June 1, 2020. Duke Energy Kentucky has developed strategies for CP compliance investments. On May 31, 2017, Duke Energy Kentucky filed an application with the KPSC requesting authority to construct an ultra-low sulfur diesel backup fuel system for the Woodsdale Station. The back-up fuel system is projected to cost approximately $55 million and, if approved, is anticipated to be in service prior to the CP compliance deadline of April 2019. Duke Energy Kentucky cannot predict the outcome of this matter.

Ohio Valley Electric Corporation

On March 31, 2017, Duke Energy Ohio filed for approval to adjust its existing price stabilization rider (Rider PSR), which is currently set at zero dollars, to pass through net costs related to its contractual entitlement to capacity and energy from the generating assets owned by OVEC. ~~The filing seeks to adjust Rider PSR for OVEC costs subsequent to April 1, 2017.~~ Duke Energy Ohio is seeking deferral authority for net costs incurred from April 1, 2017, until the new rates under Rider PSR are put into effect. Various intervenors have filed motions to dismiss or stay the proceeding and Duke Energy Ohio has opposed these filings. On April 13, 2018, Duke Energy Ohio filed a Motion to consolidate this proceeding with several other cases currently pending before the PUCO. Also on April 13, 2018, Duke Energy Ohio, along with certain intervenors, filed a Stipulation with the PUCO resolving certain issues in this proceeding. The Stipulation, if approved, would activate Rider PSR for recovery of net costs incurred since January 1, 2018. The Stipulation is subject to the review and approval of PUCO. An evidentiary hearing to review the Stipulation and other issues in the cases will conclude on August 6, 2018. See Note 1312 for additional discussion of Duke Energy Ohio's ownership interest in OVEC. Duke Energy Ohio cannot predict the outcome of this matter.

~~East Bend Coal Ash Basin Filing~~Tax Act

On ~~December 2, 2016,~~July 25, 2018, Duke Energy ~~Kentucky~~Ohio filed ~~with~~an application to establish a new rider to implement the ~~KPSC~~benefits of the Tax Act for electric distribution customers. Duke Energy Ohio requested commission approval to implement the rider effective October 1, 2018, as a ~~request for~~credit to all distribution customers based upon a ~~CPCN for construction projects necessary~~percent reduction to ~~close~~Duke Energy Ohio’s distribution rates. The new rider will flow through to customers the benefit of the lower statutory federal tax rate from 35 to 21 percent since January 1, 2018, all future benefits of the lower tax rates and ~~repurpose an ash basin~~a full refund of deferred income taxes collected at the ~~East Bend facility as~~higher tax rates in prior years. Deferred income taxes subject to normalization rules will be refunded consistent with federal law and deferred income taxes not subject to normalization rules will be refunded over a result of current and proposed U.S. Environmental Protection Agency (EPA) regulations. Duke Energy Kentucky estimated a total cost of approximately $93 million in the filing and expects in-service date in10-year period. An order is expected before the fourth quarter of ~~2018. On June 6, 2017, the KPSC approved the CPCN request.~~

~~Base Rate Case~~

Duke Energy Ohio filed with the PUCO an electric distribution base rate case application and supporting testimony in March 2017. Duke Energy Ohio has requested an estimated annual increase of approximately $15 million and a return on equity of 10.4 percent. The application also includes requests to continue certain current riders and establish new riders related to LED Outdoor Lighting Service and regulatory mandates. On September 26, 2017, the PUCO staff filed a report recommending a revenue decrease between approximately $18 million and $29 million and a return on equity between 9.22 percent and 10.24 percent. Objections to the staff report are due by November 9, 2017. Public hearings were held in late October and early November. An evidentiary hearing is scheduled to begin on December 11, 2017.2018 but Duke Energy Ohio cannot predict the outcome of this matter.

~~Natural Gas Pipeline Extension~~

Duke Energy Ohio is proposing to install a new natural gas pipeline in its Ohio service territory to increase system reliability and enable the retirement of older infrastructure. On January 20, 2017, Duke Energy Ohio filed an amended application with the Ohio Power Siting Board for approval of one of two proposed routes. A public hearing was held on June 15, 2017, and an adjudicatory hearing was scheduled to begin September 11, 2017. On August 24, 2017, an administrative law judge (ALJ) granted a request made by Duke Energy Ohio to delay the procedural schedule while it works through various issues related to the pipeline route. If approved, construction of the pipeline extension is expected to be completed before the 2020/2021 winter season. The proposed project involves the installation of a natural gas line and is estimated to cost approximately $110 million, excluding AFUDC.

~~Advanced Metering Infrastructure~~

On April 25, 2016, Duke Energy Kentucky filed with the KPSC an application for approval of a CPCN for the construction of advanced metering infrastructure. Duke Energy Kentucky estimates the $49 million project will take two years to complete. Duke Energy Kentucky also requested approval to establish a regulatory asset for the remaining book value of existing meter equipment and inventory to be replaced. Duke Energy Kentucky and the Kentucky attorney general entered into a stipulation to settle matters related to the application. On May 25, 2017, the KPSC issued an order to approve the stipulation with certain modifications. On June 1, 2017, Duke Energy Kentucky filed its acceptance of the modifications. Duke Energy Ohio has approximately $7 million included in Regulatory assets on its Condensed Consolidated Balance Sheets at September 30, 2017, for the book value of existing meter equipment.

~~PART I~~

~~DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –~~

~~DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.~~

~~Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)~~

~~Accelerated Natural Gas Service Line Replacement Rider~~

On January 20, 2015, Duke Energy Ohio filed an application for approval of an accelerated natural gas service line replacement program (ASRP). Under the ASRP, Duke Energy Ohio proposed to replace certain natural gas service lines on an accelerated basis over a 10-year period. Duke Energy Ohio also proposed to complete preliminary survey and investigation work related to natural gas service lines that are customer owned and for which it does not have valid records and, further, to relocate interior natural gas meters to suitable exterior locations where such relocation can be accomplished. Duke Energy Ohio's projected total capital and operations and maintenance expenditures under the ASRP were approximately $240 million. The filing also sought approval of a rider mechanism (Rider ASRP) to recover related expenditures. Duke Energy Ohio proposed to update Rider ASRP on an annual basis. Intervenors opposed the ASRP, primarily because they believe the program is neither required nor necessary under federal pipeline regulation. On October 26, 2016, the PUCO issued an order denying the proposed ASRP. Duke Energy Ohio's application for rehearing of the PUCO decision was denied on May 17, 2017.

Energy Efficiency Cost Recovery

On March 28, 2014, Duke Energy Ohio filed an application for recovery of program costs, lost distribution revenue and performance incentives related to its energy efficiency and peak demand reduction programs. These programs are undertaken to comply with environmental mandates set forth in Ohio law. The PUCO approved Duke Energy Ohio’s application but found that Duke Energy Ohio was not permitted to use banked energy savings from previous years in order to calculate the amount of allowed incentive. This conclusion represented a change to the cost recovery mechanism that had been agreed upon by intervenors and approved by the PUCO in previous cases. The PUCO granted the applications for rehearing filed by Duke Energy Ohio and an intervenor. On January 6, 2016, Duke Energy Ohio and the PUCO Staff entered into a stipulation, pending the PUCO's approval, to resolve issues related to performance incentives and the PUCO Staff audit of 2013 costs, among other issues. In December 2015, based upon the stipulation, Duke Energy Ohio re-established approximately $20 million of the revenues that had been previously reversed. On October 26, 2016, the PUCO issued an order approving the stipulation without modification. ~~Intervenors requested a rehearing of the PUCO decision.~~ In December 2016, the PUCO granted athe intervenors request for rehearing for the purpose of further review. Duke Energy Ohio cannot predict the outcome of this matter.

On June 15, 2016, Duke Energy Ohio filed an application for approval of a three-year energy efficiency and peak demand reduction portfolio of programs. A stipulation and modified stipulation were filed on December 22, 2016, and January 27, 2017, respectively. Under the terms of the stipulations, which included support for deferral authority of all costs and a cap on shared savings incentives, Duke Energy Ohio has offered its energy efficiency and peak demand reduction programs throughout 2017. On February 3, 2017, Duke Energy Ohio filed for deferral authority of its costs incurred in 2017 in respect of its proposed energy efficiency and peak demand reduction portfolio. ~~The PUCO staff and one intervenor have proposed a cap on both program costs and shared savings.~~ On September 27, 2017, the PUCO issued an order approving a modified stipulation. The modifications impose an annual cap of approximately $38 million on program costs and shared savings incentives combined, but allowed for Duke Energy Ohio to file for a waiver of costs in excess of the cap in 2017. The PUCO approved the waiver request up to a total cost of $56 million. On ~~October 12,~~November 21, 2017, the PUCO granted Duke Energy Ohio's and intervenor's applications for rehearing of the September 27, 2017, order. On January 10, 2018, the PUCO denied the Ohio ~~filed a motion~~Consumers' Counsel’s application for arehearing of the PUCO order granting Duke Energy Ohio's waiver ~~for recovery of costs incurred in 2017 above the annual cap.~~request. Duke Energy Ohio cannot predict the outcome of this matter.

~~2012 Natural Gas Rate Case/Manufactured Gas Plant Cost Recovery~~

On November 13, 2013, the PUCO issued an order approving a settlement of Duke Energy Ohio’s natural gas base rate case and authorizing the recovery of costs incurred between 2008 and 2012 for environmental investigation and remediation of two former manufactured gas plant (MGP) sites. The PUCO order also authorized Duke Energy Ohio to continue deferring MGP environmental investigation and remediation costs incurred subsequent to 2012 and to submit annual filings to adjust the MGP rider for future costs. Intervening parties appealed this decision to the Ohio Supreme Court and on June 29, 2017, the Ohio Supreme Court issued its decision affirming the PUCO order. Appellants filed a request for reconsideration, which was denied on September 27, 2017. This matter is now final.

The PUCO order also contained deadlines for completing the MGP environmental investigation and remediation costs at the MGP sites. For the property known as the East End site, the PUCO order established a deadline of December 31, 2016, which was subsequently extended to December 31, 2019. In January 2017, intervening parties filed for rehearing of the PUCO's decision. On February 8, 2017, the PUCO denied the rehearing request. As of September 30, 2017, Duke Energy Ohio had approximately $36 million included in Regulatory assets on the Condensed Consolidated Balance Sheets for future remediation costs expected to be incurred at the East End site.

~~Regional Transmission Organization Realignment~~

Duke Energy Ohio, including Duke Energy Kentucky, transferred control of its transmission assets from Midcontinent Independent System Operator, Inc. (MISO) to PJM, effective December 31, 2011. The PUCO approved a settlement related to Duke Energy Ohio’s recovery of certain costs of the Regional Transmission Organization (RTO) realignment via a non-bypassable rider. Duke Energy Ohio is allowed to recover all MISO Transmission Expansion Planning (MTEP) costs, including but not limited to Multi Value Project (MVP) costs, directly or indirectly charged to Ohio customers. Duke Energy Ohio also agreed to vigorously defend against any charges for MVP projects from MISO. The KPSC also approved a request to effect the RTO realignment, subject to a commitment not to seek double recovery in a future rate case of the transmission expansion fees that may be charged by MISO and PJM in the same period or overlapping periods.

Duke Energy Ohio had a recorded liability for its exit obligation and share of MTEP costs, excluding MVP, of $90 million at September 30, 2017, and December 31, 2016, recorded within Other in Current liabilities and Other in Other Noncurrent Liabilities on the Condensed Consolidated Balance Sheets. The retail portions of MTEP costs billed by MISO are recovered by Duke Energy Ohio through a non-bypassable rider. As of September 30, 2017, and December 31, 2016, Duke Energy Ohio had $71 million recorded in Regulatory assets on the Condensed Consolidated Balance Sheets.

~~MVP.~~ MISO approved 17 MVP proposals prior to Duke Energy Ohio’s exit from MISO on December 31, 2011. Construction of these projects is expected to continue through 2020. Costs of these projects, including operating and maintenance costs, property and income taxes, depreciation and an allowed return, are allocated and billed to MISO transmission owners.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

~~On December 29, 2011, MISO filed a tariff with~~2014 Electric Security Plan

In April 2015, the FERC providing for the allocation of MVP costs to a withdrawing owner based on monthly energy usage. The FERC set for hearing (i) whether MISO’s proposed cost allocation methodology to transmission owners who withdrew from MISO prior to January 1, 2012, is consistent with the tariff at the time of their withdrawal from MISOPUCO modified and ~~(ii) if not, what the amount of and methodology for calculating any MVP cost responsibility should be. In 2012, MISO estimated~~approved Duke Energy ~~Ohio’s MVP obligation over~~Ohio's proposed ESP, with a three-year term and an effective date of June 1, 2015. The PUCO approved a competitive procurement process for SSO load, a distribution capital investment rider and a tracking mechanism for incremental distribution expenses caused by major storms. The PUCO also approved a placeholder tariff for a price stabilization rider, but denied Duke Energy Ohio's specific request to include Duke Energy Ohio's entitlement to generation from OVEC in the ~~period from 2012 to 2071~~rider at ~~$2.7 billion, on an undiscounted basis. On July 16, 2013, a FERC ALJ issued an initial decision. Under~~ this ~~Initial Decision,~~time; however, the order allows Duke Energy Ohio ~~would be liable for MVP costs.~~to submit additional information to request recovery in the future. On May 4, 2015, Duke Energy Ohio filed ~~exceptions~~an application for rehearing requesting the PUCO to modify or amend certain aspects of the ~~initial decision, requesting FERC to overturn the ALJ’s decision.~~

order. On ~~October 29,~~May 28, 2015, the ~~FERC~~PUCO granted all applications for rehearing filed in the case for future consideration. On March 21, 2018, the PUCO issued an order ~~reversing the ALJ's decision. The FERC ruled the cost allocation methodology is not consistent with the MISO tariff and that~~denying Duke Energy Ohio's issues on rehearing. On April 20, 2018, Duke Energy Ohio ~~has no liability~~filed a second application for ~~MVP costs after its withdrawal from MISO.~~rehearing based upon the Commission’s March 21, 2018, Order. On May ~~19, 2016,~~16, 2018, the ~~FERC denied~~commission issued its third Entry on Rehearing granting in part, and denying in part, Duke Energy Ohio’s rehearing request. On May 21, 2018, the ~~request~~Ohio Manufacturing Association (OMA) filed a notice of appeal of PUCO's approval of Duke Energy Ohio’s ESP, challenging PUCO's approval of Duke Energy Ohio’s Price Stability Rider as a placeholder and its Distribution Capital Investment Rider (DCI) to recover incremental revenue requirement for ~~rehearing filed by MISO and the MISO Transmission Owners.~~distribution capital since Duke Energy Ohio’s last base rate case. On July ~~15, 2016,~~16, 2018, the ~~MISO Transmission Owners~~Office of Consumers' Counsel filed ~~a petition for review~~its own appeal of Duke Energy Ohio’s ESP with the ~~U.S.~~Ohio Supreme Court raising similar issues to that of ~~Appeals for~~ the ~~Sixth Circuit. On June 21, 2017, a three-judge panel affirmed FERC's 2015 decision holding that~~OMA. Duke Energy Ohio ~~has no liability~~cannot predict the outcome of this matter.

Natural Gas Pipeline Extension

Duke Energy Ohio is proposing to install a new natural gas pipeline (the Central Corridor Project) in its Ohio service territory to increase system reliability and enable the retirement of older infrastructure. The pipeline is expected to cost approximately $112 million, excluding AFUDC. On January 20, 2017, Duke Energy Ohio filed an amended application with the Ohio Power Siting Board (OPSB) for approval of one of two proposed routes. A public hearing was held on June 15, 2017, and an adjudicatory hearing was scheduled to begin September 11, 2017. On August 24, 2017, an administrative law judge (ALJ) granted a request made by Duke Energy Ohio to delay the ~~cost~~procedural schedule while it works through various issues related to the pipeline route. In April 2018, Duke Energy Ohio filed a motion with OPSB to establish a procedural schedule and filed supplemental information supporting its application. If approved, construction of the ~~MVP projects constructed after~~pipeline extension is expected to be completed before the 2020/2021 winter season. Duke Energy ~~Ohio's withdrawal~~Ohio cannot predict the outcome of this matter.

Duke Energy Kentucky Electric Rate Case

On September 1, 2017, Duke Energy Kentucky filed a rate case with the KPSC requesting an increase in electric base rates of approximately $49 million, which represents an approximate 15 percent increase on the average customer bill. Subsequent to the filing, Duke Energy Kentucky adjusted the requested amount to $30.1 million, in part to reflect the benefits of the Tax Act, representing an approximate 9 percent increase on the average customer bill. The rate increase is driven by increased investment in utility plant, increased operations and maintenance expenses, and recovery of regulatory assets. The application also includes requests to implement an Environmental Surcharge Mechanism to recover environmental costs not recovered in base rates, to establish a Distribution Capital Investment Rider to recover incremental costs of specific programs, to establish a FERC Transmission Cost Reconciliation Rider to recover escalating transmission costs and to modify existing Profit Sharing Mechanism to increase customers' share of proceeds from ~~MISO. MISO did not file further petitions~~the benefits of owning generation and to mitigate shareholder risks associated with that generation. An evidentiary hearing concluded on March 8, 2018, and the KPSC issued an order on April 13, 2018. Major components of the Order include approval of an $8.4 million increase in base rates with a return on equity at 9.725 percent based upon a capital structure of 49 percent equity on a total allocable capitalization of approximately $650 million. The Order approved the Environmental Surcharge Mechanism Rider to begin recovery in June 2018 of capital-related environmental costs, including costs related to ash and ash disposal, and environmental operation and maintenance expenses formerly recovered in base rates, including expenses for ~~review~~environmental reagents and emission allowances. The incremental revenue from this ~~matter is now final.~~rider will be approximately $13 million on an annualized basis. The order settles all issues associated with the Tax Act as it relates to the electric business by lowering the income tax component of the revenue requirement and refunding protected excess deferred income taxes (EDIT) under allowable normalization rules and unprotected EDIT over 10 years. The Order denied requests to implement riders for certain transmission costs and distribution capital investments. Duke Energy Kentucky implemented new base rates on May 1, 2018. On May 3, 2018, Duke Energy Kentucky filed an application for rehearing on certain aspects of the order; on May 23, 2018, the KPSC granted a rehearing. Duke Energy Kentucky cannot predict the outcome of this matter.

Duke Energy Indiana

~~Coal Combustion Residual Plan~~

On March 17, 2016, Duke Energy Indiana filed with the IURC a request for approval of its first group of federally mandated CCR rule compliance projects (Phase I CCR Compliance Projects) to comply with the EPA's CCR rule. The projects in this Phase I filing are CCR compliance projects, including the conversion of Cayuga and Gibson stations to dry bottom ash handling and related water treatment. Duke Energy Indiana has requested timely recovery of approximately $380 million in retail capital costs, including AFUDC, and recovery of incremental operating and maintenance costs under a federal mandate tracker that provides for timely recovery of 80 percent of such costs and deferral with carrying costs of 20 percent of such costs for recovery in a subsequent retail base rate case. On January 24, 2017, Duke Energy Indiana and various intervenors filed a settlement agreement with the IURC. Terms of the settlement include recovery of 60 percent of the estimated CCR compliance construction project capital costs through existing rider mechanisms and deferral of 40 percent of these costs until Duke Energy Indiana's next general retail rate case. The deferred costs will earn a return based on Duke Energy Indiana's long-term debt rate of 4.73 percent until costs are included in retail rates, at which time the deferred costs will earn a full return. Costs are to be capped at $365 million, plus actual AFUDC. Costs above the cap would be considered for recovery in the next rate case. Terms of the settlement agreement also require Duke Energy Indiana to perform certain reporting and groundwater monitoring. An evidentiary hearing was held on February 23, 2017, and Duke Energy Indiana filed a proposed order with the IURC on March 30, 2017. On May 24, 2017, the IURC approved the settlement agreement.

FERC Transmission Return on Equity ~~Complaints~~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 is unjust and unreasonable. The complaints claim, among other things, ~~claim~~ that the current base rate of return on equity earned by MISO transmission owners should be reduced to 8.67 percent. On January 5, 2015, the FERC issued an order accepting the MISO transmission owners' adder of 0.50 percent 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. 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. The Initial Decision in the second complaint is pending FERC review. On April 14, 2017, the U.S. Court of Appeals for the District of Columbia Circuit, in Emera Maine v. FERC, reversed and remanded certain aspects of the methodology employed by FERC to establish rates of return on equity. This decision may affect the outcome of the complaints against Duke Energy Indiana. Duke Energy Indiana currently believes these matters will not have a material impact on its results of operations, cash flows and financial position.

~~Grid Infrastructure Improvement Plan~~

In June 2016, the IURC issued an order approving a settlement agreement among Duke Energy Indiana and certain parties related to a proposed grid infrastructure improvement plan. The settlement agreement included the removal of an AMI project and also provided for deferral accounting for depreciation and post-in-service carrying costs for AMI projects outside the plan. Duke Energy Indiana withdrew its request for a regulatory asset for current meters and will retain any savings associated with future AMI installation until the next retail base rate case, which is required to be filed prior to the end of the plan. During the third quarter of 2016, Duke Energy Indiana decided to implement the AMI project. This decision resulted in a pretax impairment charge related to existing or non-AMI meters of approximately $8 million for the three and nine months ended September 30, 2016, based in part on the requirement to file a base rate case in 2022 under the approved plan. As of September 30, 2017, Duke Energy Indiana's remaining net book value of non-AMI meters is approximately $43 million and will be depreciated through 2022. In the event that Duke Energy Indiana were to file a base rate case earlier than 2022, it would result in additional impairment charges.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

Benton County Wind Farm Dispute

On December 16, 2013, Benton County Wind Farm LLC (BCWF) filed a lawsuit against Duke Energy Indiana seeking damages for past generation losses ~~totaling approximately $16 million~~ alleging Duke Energy Indiana violated its obligations under a 2006 PPA by refusing to offer electricity to the market at negative prices. Damage claims continue to increase during times that BCWF is not dispatched. Under 2013 revised MISO market rules, Duke Energy Indiana is required to make a price offer to MISO for the power it proposes to sell into MISO markets and MISO determines whether BCWF is dispatched. Because market prices would have been negative due to increased market participation, Duke Energy Indiana determined it would not bid at negative prices in order to balance customer needs against BCWF's need to run. BCWF contends Duke Energy Indiana must bid at the lowest negative price to ensure dispatch, while Duke Energy Indiana contends it is not obligated to bid at any particular price, that it cannot ensure dispatch with any bid and that it has reasonably balanced the parties' interests. On July 6, 2015, the U.S. District Court for the Southern District of Indiana entered judgment against BCWF on all claims. BCWF appealed the decision and on December 9, 2016, the appeals court ruled in favor of BCWF. Duke Energy Indiana recorded an obligation and a regulatory asset related to the settlement amount in fourth quarter 2016. On June 30, 2017, the parties finalized a settlement agreement. Terms of the settlement included Duke Energy Indiana paying $29 million for back damages. Additionally, the parties agreed on the method by which the contract will be bid into the market in the future. ~~Duke Energy Indiana recorded an obligation and a regulatory asset related to the settlement amount in fourth quarter 2016.~~ The settlement amount was paid in June 2017. The IURC issued an order on September 27, 2017, approving recovery of the settlement amount through Duke Energy Indiana's fuel clause. The IURC order has been appealed to the Indiana Court of Appeals. On May 21, 2018, the Indiana Court of Appeals upheld the commission's decision. The appellants have requested rehearing at the Indiana Court of Appeals.

Tax Act

On June 27, 2018, Duke Energy Indiana, the Indiana Office of Utility Consumer Counselor, the Indiana Industrial Group and Nucor Steel – Indiana filed testimony consistent with their Stipulation and Settlement Agreement (Settlement Agreement) in the federal tax act proceeding with the IURC. The Settlement Agreement outlines how Duke Energy Indiana will implement the impacts of the Tax Act. Material components of the Settlement Agreement are as follows:

Riders to reflect the change in the statutory federal tax rate from 35 percent to 21 percent as they are filed in 2018;

Base rates to reflect the change in the statutory federal tax rate from 35 percent to 21 percent upon IURC approval, but no later than September 1, 2018;

Duke Energy Indiana to continue to defer protected federal excess deferred income taxes (Federal EDIT) until January 1, 2020, at which time it will be returned to customers according to the Average Rate Assumption Method (ARAM) required by the Internal Revenue Service over approximately 26 years; and

Duke Energy Indiana to begin returning unprotected Federal EDIT upon IURC approval, expected by September 1, 2018, over 10 years. In order to mitigate the negative impacts to cash flow and credit metrics, the Settlement Agreement allows Duke Energy Indiana to return $7 million per year over the first five years, with a step up to $35 million per year in the following five years.

The settlement is subject to the review and approval of the IURC. An evidentiary hearing was held on July 13, 2018. Duke Energy Indiana cannot predict the outcome of this matter.

Piedmont

South Carolina Rate Stabilization Adjustment Filing

In June ~~2017,~~2018, Piedmont filed with the PSCSC under the South Carolina Rate Stabilization Act its quarterly monitoring report for the 12-month period ending March 31, ~~2017.~~2018. The filing ~~included~~includes a revenue deficiency calculation and tariff rates in order to permit Piedmont the opportunity to earn the rate of return on common equity ~~of 12.6 percent~~ established in its last general rate case. ~~On October 4, 2017,~~The filing also incorporates the ~~PSCSC approved a settlement agreement between Piedmont~~impacts of the Tax Act by lowering the income tax component of the revenue requirement, refunding protected EDIT under allowable normalization rules, unprotected EDIT and amounts over collected from the ~~PSCSC~~customers from January 1, 2018, through the end of the review period for this proceeding. This filing is currently under review and audit by the South Carolina Office of Regulatory Staff. ~~Terms~~Piedmont cannot predict the outcome of ~~the settlement included implementation of rates for the 12-month period beginning November 2017 with a return on equity of 10.2 percent.~~this matter.

North Carolina Integrity Management Rider ~~Filings~~Filing

In ~~October 2017,~~May 2018, Piedmont filed, and the NCUC approved, a petition under the Integrity Management Rider (IMR) mechanism to collect an additional $8.9 million in annual revenues, effective December 2017, based on the eligible capital investments closed to integrity and safety projects over the six-month period ending September 30, 2017. Piedmont cannot predict the outcome of this matter.

~~In May 2017, Piedmont filed, and the NCUC approved, a petition under the IMR mechanism to collect an additional $11.6 million in annual revenues,~~update rates, effective June ~~2017,~~2018, based on the eligible capital investments closed to integrity and safety projects over the six-month period ending March 31, 2018, and the decrease in the corporate federal income tax rate effective January 1, 2018. The combined effect of the update was a reduction to annual revenues of approximately $5.7 million.

Tennessee Integrity Management Rider Filing

In November 2017, Piedmont filed a petition with the TPUC under the IMR mechanism to collect an additional $3.3 million in annual revenues, effective January 2018, based on the eligible capital investments for integrity and safety projects through October 31, 2017. In January 2018, Piedmont filed an amended computation under the IMR mechanism, revising the proposed increase in annual revenues to approximately $0.4 million based on the decrease in the corporate federal income tax rate effective January 1, 2018. A hearing on this matter was held on April 9, 2018. In May 2018, the TPUC approved Piedmont's request as proposed for the IMR effective January 1, 2018.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

OTHER REGULATORY MATTERS

Progress Energy Merger FERC Mitigation

Since December 2014, the FERC Office of Enforcement has conducted an investigation of Duke Energy’s market power filings in its application for approval of the Progress Energy merger submitted in 2012. On June 8, 2018, the FERC issued an order approving a settlement agreement under which Duke Energy paid a penalty of $3.5 million. The FERC Office of Enforcement stated in its conclusion that Duke Energy violated FERC regulations by failing to fully and accurately describe certain specific matters in its market power filings. Duke neither admitted nor denied the alleged violations.

Atlantic Coast Pipeline, LLC

On September 2, 2014, Duke Energy, Dominion Resources (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. ~~The ACP pipeline development costs are estimated between $5.0 billion to $5.5 billion, excluding financing costs.~~ Dominion will build and operate the ACP pipeline and holds a leading ownership percentage in ACP of 48 percent. Duke Energy owns a 47 percent interest, which is accounted for as an equity method investment through its Gas Utilities and Infrastructure segment. Southern Company Gas maintains a 5 percent interest. See Note 1312 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. ~~On September 18, 2015, ACP filed an application with~~

In 2018, the FERC requesting a CPCN authorizing ACP to construct the pipeline. ACP executed a construction agreement in September 2016. ACP also requested approval of an open access tariff and the precedent agreements it entered into with future pipeline customers. In December 2016, FERC issued a ~~draft~~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, FERC issued a Notice to Proceed allowing full construction activities in specified areas of West Virginia, and on July 24, 2018, FERC issued a Notice to Proceed allowing full construction activities along the project route in North Carolina. A conditional 401 water quality certification has been issued by the Virginia Water Control Board, and ACP continues working with the Virginia Water Control Board’s staff to fulfill the outstanding conditions. Until these conditions have been satisfied, full construction activity in Virginia is not permitted.

ACP is the subject of numerous challenges in state and federal courts and agencies, including, among others, challenges of the project’s 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 Virginia conditional 401 water quality certification, the FERC Environmental Impact Statement ~~(EIS) indicating that~~order and the ~~proposed pipeline would not cause significant harm to the environment or protected populations. The~~ FERC ~~issued the final EIS in July 2017. On October 13, 2017, FERC issued an~~ order approving the ~~CPCN,~~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. ACP is vigorously defending these challenges and coordinating with the federal and state authorities which are the direct parties to the challenges. On May 15, 2018, the Fourth U.S. Circuit Court of Appeals vacated the Fish and Wildlife Services’ ITS for the project, stating that the ITS failed to meet the requirements of the Endangered Species Act; on May 22, 2018, ACP informed FERC that it would not proceed with construction in any areas covered by the ITS until the issue is resolved, even though construction elsewhere will continue as scheduled; on June 11, 2018, petitioners requested a rehearing of FERC’s West Virginia Notice to Proceed; on July 5, 2018, petitioners filed a motion for injunction of all construction activity along the project route, and ACP and Fish and Wildlife Services filed responses on July 11, 2018. In response to challenges of the certification of ACP’s reliance on USACE Nation Wide Permit 12 (which challenges allege that ACP cannot meet the requirements of the permit in respect of certain water crossings in West Virginia), on July 27, 2018, ACP voluntarily requested an administrative suspension of the USACE authorization in the Huntington District for water crossings in West Virginia to ensure adequate review by USACE of ACP’s crossing methodology. This request for a stay followed a July 20, 2018, motion for injunction by certain project opponents.

ACP's project manager estimates the project's pipeline development costs will range from $6.0 billion to $6.5 billion, excluding financing costs. Project construction activities, schedule and final costs are still subject to ~~conditions. On October 16, 2017, ACP accepted the FERC order subject~~uncertainty due to ~~reserving its right to file~~potential additional permitting delays, construction productivity and other conditions and risks, which could result in potential higher project costs and a ~~request for rehearing or clarification on a timely basis. Construction is projected to begin~~potential delay in the ~~fourth quarter of 2017, with a~~ targeted in-service date, inwhich is late 2019. ~~The project remains subject to other pending federal and state approvals.~~

Sabal Trail Transmission, LLC

On May 4, 2015, Duke Energy acquired a 7.5 percent ownership interest in Sabal Trail, ~~Transmission, LLC (Sabal Trail)~~which is accounted for as an equity method investment, from Spectra Energy Partners, LP, a master limited partnership, formed by Enbridge Inc. (formerly Spectra Energy Corp.). Spectra Energy Partners, LP holds a 50 percent ownership interest in Sabal Trail and NextEra Energy has a 42.5 percent ownership interest. Sabal Trail is a joint venture to construct a 515-mile natural gas pipeline (Sabal Trail pipeline) to transport natural gas to Florida. Total estimated project costs are approximately $3.2 billion. The Sabal Trail pipeline traverses Alabama, Georgia and Florida. The primary customers of the Sabal Trail pipeline, Duke Energy Florida and Florida Power & Light Company (FP&L), have each contracted to buy pipeline capacity for 25-year initial terms. See Note 1312 for additional information related to Duke Energy's ownership interest.

On February 3, 2016, the FERC issued an order granting the request for a CPCN to construct and operate the pipeline. The Sabal Trail pipeline received other required regulatory approvals and the Phase 1 mainline was placed in service in July 2017. On October 12, 2017, Sabal Trail filed a request with FERC to place in service a lateral line to Duke Energy Florida's Citrus County Combined Cycle Facility. This request is required to support commissioning and testing activities at the facility. On March 16, 2018, FERC approved the Citrus lateral and it was placed in service.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

On ~~February 3, 2016, the FERC issued an order granting the request for a CPCN to construct and operate the pipeline. On September 7, 2016, FERC denied the intervenors' rehearing requests. On~~ September 21, 2016, intervenors filed an appeal of FERC's CPCN orders to the U.S. Court of Appeals for the District of Columbia ~~Circuit.~~Circuit (D.C. Circuit Court of Appeals). On August 22, 2017, the appeals court ruled against FERC in the case for failing to include enough information on the impact of greenhouse-gas emissions carried by the pipeline, ~~and~~ vacated the CPCN ~~order.~~order and remanded the case to FERC. In response to the August 2017 court decision, the FERC issued a draft Supplemental Environmental Impact Statement (SEIS) on September 27, 2017. ~~Comments on the SEIS are due by November 20, 2017.~~ On October 6, 2017, FERC and a group of industry intervenors, including Sabal Trail and Duke Energy Florida, filed ~~a petition~~separate petitions with the D.C. Circuit Court of Appeals requesting a rehearing regarding the court's decision to vacate the CPCN order. On ~~October 6, 2017, Sabal Trail and other natural gas shippers, including Duke Energy Florida, also filed a rehearing request with~~January 31, 2018, the D.C. Circuit Court of Appeals ~~regarding~~denied the decision to vacate the CPCN order. It is unclear how this matter will impact the project going forward. The Sabal Trail pipeline has received other required regulatory approvals and the phase one mainline was placed in service in July 2017.requests for rehearing. On ~~October 12, 2017,~~February 2, 2018, Sabal Trail filed a request with FERC for expedited issuance of its order on remand and reissuance of the CPCN. In the alternative, the pipeline requested that FERC issue a temporary emergency CPCN to ~~place in-service a lateral line~~allow for continued operations. On February 5, 2018, FERC issued the final SEIS. On February 6, 2018, FERC and the intervenors in this case each filed motions for stay with the D.C. Circuit Court to ~~Duke Energy Florida's Citrus County Combined Cycle facility.~~stay the court's mandate. On March 7, 2018, the D.C. Circuit Court of Appeals granted FERC and Sabal Trail’s stay request. On March 14, 2018, FERC issued its final order on remand, which recertified the project. Requests for rehearing of the FERC order on remand are still pending.

Constitution Pipeline Company, LLC

Duke Energy ~~has~~owns a 24 percent ownership interest in Constitution, ~~Pipeline Company, LLC (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 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 ~~are~~were approximately $229 million.

On As a result of the permitting delays and project uncertainty, total anticipated contributions by Duke Energy can no longer be reasonably estimated. Since April ~~22,~~ 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.

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 legal actions in the U.S. Court of Appeals for the Second Circuit (U.S. Court of Appeals) challenging the legality and appropriateness of the NYSDEC’s decision and on August 18, 2017, the petition was denied in part and dismissed in part. OnIn September 1, 2017, Constitution filed a petition for a rehearing of portions of the decision unrelated to the water quality certification, which was denied by the U.S. Court of Appeals. OnIn January 2018, Constitution petitioned the Supreme Court of the United States to review the U.S. Court of Appeals decision, and on April 30, 2018, the Supreme Court denied Constitution's petition. In October ~~11,~~ 2017, Constitution filed a petition for declaratory order ~~with the FERC~~ requesting FERC to ~~issue an order finding~~find that the NYSDEC waived its rights to issue a Section 401 water quality certification by not acting on Constitution's application within ~~the~~a reasonable period of time ~~frame~~as required by ~~statute, which would allow~~statute. This petition was based on precedent established by another pipeline’s successful petition with FERC following a District of Columbia Circuit Court ruling. On January 11, 2018, FERC denied Constitution's petition. In February 2018, Constitution filed a rehearing request with FERC of its finding that the ~~project~~NYSDEC did not waive the Section 401 certification requirement. On July 19, 2018, FERC denied Constitution's rehearing request. Constitution is currently unable to ~~proceed. Constitution has revised the target~~approximate an in-service date ~~to as early as~~for the ~~first half of 2019~~project due to the ~~NYDSEC's~~NYSDEC's denial of the water quality ~~certification~~certification. The Constitution partners remain committed to the project and are evaluating next steps to move the ~~legal actions being taken to challenge~~project forward. On June 25, 2018, Constitution filed with FERC a Request for Extension of Time until December 2, 2020, for construction of the ~~decision, assuming the timely receipt of a Notice to Proceed from the FERC.~~project. Duke Energy cannot predict the outcome of this matter.

~~Since April 2016,~~During the six months ended June 30, 2018, Duke Energy recorded an other-than-temporary impairment (OTTI) of $55 million within Equity in earnings of unconsolidated affiliates on Duke Energy's Condensed Consolidated Statements of Operations. The charge represents 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 the recent actions taken by the courts and regulators to uphold the NYSDEC's denial of the certification and uncertainty associated with the ~~actions of the NYSDEC, Constitution stopped construction and discontinued capitalization of future development costs until the project's uncertainty is resolved. To the extent the~~remaining legal and regulatory proceedings have unfavorable outcomes, or if Constitution concludes that the project is not viable or does not go forward, an impairment charge of up to the recorded investment in the project, net of any cash and working capital returned, may be recorded.challenges.

See Note 1312 for additional information related to ownership interest and carrying value of the investment.

Potential Coal Plant Retirements

The Subsidiary Registrants periodically file Integrated Resource Plans (IRP) 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. Recent IRPs filed by the Subsidiary Registrants included planning assumptions to potentially retire certain coal-fired generating facilities in ~~North Carolina,~~ Florida and Indiana earlier than their current estimated useful lives primarily because facilities do not have the requisite emission control equipment to meet EPA regulations recently approved or proposed.

The table below contains the net carrying value of generating facilities planned for retirement or included in recent IRPs as evaluated for potential retirement. Dollar amounts in the table below are included in Net property, plant and equipment on the Condensed Consolidated Balance Sheets as of September 30, 2017, and exclude capitalized asset retirement costs.

Remaining Net
Capacity
Book Value
(in MW)
(in millions)
Duke Energy Carolinas
Allen Steam Station Units 1-3^(a)
585
$ 164
Progress Energy and Duke Energy Florida
Crystal River Units 1 and 2^(b)
873
111
Duke Energy Indiana
Gallagher Units 2 and 4^(c)
280
130
Total Duke Energy 1,738
$ 405


~~(a)~~	~~Duke Energy Carolinas will retire Allen Steam Station Units 1 through 3 by December 31, 2024, as part of the resolution of a lawsuit involving alleged New Source Review violations.~~


~~(b)~~	~~Duke Energy Florida will likely retire these coal units by 2018 to comply with environmental regulations.~~


~~(c)~~	~~Duke Energy Indiana committed to either retire or stop burning coal at Gallagher Units 2 and 4 by December 31, 2022, as part of the settlement of Edwardsport IGCC matters.~~

~~Refer to the "Western Carolinas Modernization Plan" discussion above for details of Duke Energy Progress' planned retirements.~~

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

5.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. Dollar amounts in the table below are included in Net property, plant and equipment on the Condensed Consolidated Balance Sheets as of June 30, 2018, and exclude capitalized asset retirement costs.



		Remaining Net
	Capacity	Book Value
	(in MW)	(in millions)
Duke Energy Carolinas
Allen Steam Station Units 1-3^(a)	585	$	160
Progress Energy and Duke Energy Florida
Crystal River Units 1 and 2^(b)	873	102
Duke Energy Indiana
Gallagher Units 2 and 4^(c)	280	125
Total Duke Energy	1,738	$	387


(a)	Duke Energy Carolinas will retire Allen Steam Station Units 1 through 3 by December 31, 2024, as part of the resolution of a lawsuit involving alleged New Source Review violations.


(b)	Duke Energy Florida expects to retire these coal units by the end of 2018 to comply with environmental regulations.


(c)	Duke Energy Indiana committed to either retire or stop burning coal at Gallagher Units 2 and 4 by December 31, 2022, as part of the settlement of Edwardsport IGCC matters.

Refer to the "Western Carolinas Modernization Plan" discussion above for details of Duke Energy Progress' planned retirements.

4. COMMITMENTS AND CONTINGENCIES

ENVIRONMENTAL

The Duke Energy Registrants are subject to federal, state and local regulations regarding air and water quality, hazardous and solid waste disposal and other environmental matters. These regulations can be changed from time to time, imposing new obligations on the Duke Energy Registrants. The following environmental matters impact all of the Duke Energy Registrants.

Remediation Activities

In addition to asset retirement obligations (ARO) recorded as a result of various environmental regulations, the Duke Energy Registrants are responsible for environmental remediation at various sites. These include certain properties that are part of ongoing operations and sites formerly owned or used by Duke Energy entities. These sites are in various stages of investigation, remediation and monitoring. Managed in conjunction with relevant federal, state and local agencies, remediation activities vary based upon site conditions and location, remediation requirements, complexity and sharing of responsibility. If remediation activities involve joint and several liability provisions, strict liability, or cost recovery or contribution actions, the Duke Energy Registrants could potentially be held responsible for environmental impacts caused by other potentially responsible parties and may also benefit from insurance policies or contractual indemnities that cover some or all cleanup costs. Liabilities are recorded when losses become probable and are reasonably estimable. The total costs that may be incurred cannot be estimated because the extent of environmental impact, allocation among potentially responsible parties, remediation alternatives and/or regulatory decisions have not yet been determined at all sites. Additional costs associated with remediation activities are likely to be incurred in the future and could be significant. Costs are typically expensed as Operation, maintenance and other on the Condensed Consolidated Statements of Operations unless regulatory recovery of the costs is deemed probable.

The following tables contain information regarding reserves for probable and estimable costs related to the various environmental sites. These reserves are recorded in Accounts Payable within Current Liabilities and Other within Other Noncurrent Liabilities on the Condensed Consolidated Balance Sheets.

Nine Months Ended September 30, 2017
Duke
Duke
Duke
Duke
Duke

Duke
Energy
Progress
Energy
Energy
Energy
Energy

(in millions) Energy
Carolinas
Energy
Progress
Florida
Ohio
Indiana
Piedmont
Balance at beginning of period $ 98
$ 10
$ 18
$ 3
$ 14
$ 59
$ 10
$ 1
Provisions/adjustments (1 ) 2
1
—
1
(3 ) (2 ) 1
Cash reductions (13 ) (2 ) (3 ) —
(3 ) (7 ) (1 ) —
Balance at end of period $ 84
$ 10
$ 16
$ 3
$ 12
$ 49
$ 7
$ 2

Nine Months Ended September 30, 2016
Duke
Duke
Duke
Duke
Duke

Duke
Energy
Progress
Energy
Energy
Energy
Energy

(in millions) Energy
Carolinas
Energy
Progress
Florida
Ohio
Indiana
Piedmont
Balance at beginning of period $ 94
$ 10
$ 17
$ 3
$ 14
$ 54
$ 12
$ 1
Provisions/adjustments 34
5
5
2
3
6
20
—
Cash reductions (12 ) (4 ) (6 ) (2 ) (4 ) (1 ) (2 ) —
Balance at end of period $ 116
$ 11
$ 16
$ 3
$ 13
$ 59
$ 30
$ 1

Additional losses in excess of recorded reserves that could be incurred for the stages of investigation, remediation and monitoring for environmental sites that have been evaluated at this time are not material except as presented in the table below.

(in millions)
Duke Energy $ 58
Duke Energy Carolinas 20
Duke Energy Ohio 30
Duke Energy Indiana 3
Piedmont 2

~~North Carolina and South Carolina Ash Basins~~

In February 2014, a break in a stormwater pipe beneath an ash basin at Duke Energy Carolinas’ retired Dan River Steam Station caused a release of ash basin water and ash into the Dan River. Duke Energy Carolinas estimates 30,000 to 39,000 tons of ash and 24 million to 27 million gallons of basin water were released into the river. In July 2014, Duke Energy completed remediation work identified by the EPA. Future costs related to the Dan River release, including future civil enforcement, future regulatory directives, natural resources damages, future claims or litigation and long-term environmental impact costs, cannot be reasonably estimated at this time.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

The ~~North Carolina Department of Environmental Quality (NCDEQ) has historically assessed Duke Energy Carolinas~~following tables contain information regarding reserves for probable and ~~Duke Energy Progress with Notices of Violations (NOV) for violations that were most often resolved through satisfactory corrective actions and minor, if any, fines or penalties. Subsequent~~estimable costs related to the ~~Dan River ash release, Duke Energy Carolinas~~various environmental sites. These reserves are recorded in Accounts Payable within Current Liabilities and ~~Duke Energy Progress~~Other within Other Noncurrent Liabilities on the Condensed Consolidated Balance Sheets.



	Six Months Ended June 30, 2018
				Duke						Duke			Duke			Duke			Duke
	Duke			Energy			Progress			Energy			Energy			Energy			Energy
(in millions)	Energy			Carolinas			Energy			Progress			Florida			Ohio			Indiana			Piedmont
Balance at beginning of period	$	81		$	10		$	15		$	3		$	12		$	47		$	5		$	2
Provisions/adjustments	1			2			2			2			(1		)	(3		)	1			—
Cash reductions	(14		)	(1		)	(2		)	(1		)	(1		)	(9		)	(1		)	—
Balance at end of period	$	68		$	11		$	15		$	4		$	10		$	35		$	5		$	2



	Six Months Ended June 30, 2017
				Duke						Duke		Duke			Duke			Duke
	Duke			Energy			Progress			Energy		Energy			Energy			Energy
(in millions)	Energy			Carolinas			Energy			Progress		Florida			Ohio			Indiana			Piedmont
Balance at beginning of period	$	98		$	10		$	18		$	3	$	14		$	59		$	10		$	1
Provisions/adjustments	—			1			—			—		1			(2		)	—			—
Cash reductions	(8		)	(1		)	(2		)	—		(2		)	(4		)	(1		)	—
Balance at end of period	$	90		$	10		$	16		$	3	$	13		$	53		$	9		$	1

Additional losses in excess of recorded reserves that could be incurred for the stages of investigation, remediation and monitoring for environmental sites that have been ~~served with a higher level of NOVs, including assessed penalties for violations~~evaluated at ~~L.V. Sutton Combined Cycle Plant (Sutton) and Dan River Steam Station. Duke Energy Carolinas and Duke Energy Progress cannot predict whether~~this time are not material except as presented in the ~~NCDEQ will assess future penalties related to existing unresolved NOVs and if such penalties would be material. See "NCDEQ Notices of Violation" section below for additional discussion.~~table below.



(in millions)
Duke Energy	$	55
Duke Energy Carolinas	16
Duke Energy Ohio	30
Piedmont	2

LITIGATION

~~Duke Energy~~

Duke Energy no longer has exposure to litigation matters related to the International Disposal Group as a result of the divestiture of the business in December 2016. See Note 2 for additional information related to the sale of International Energy.

~~Ash Basin Shareholder Derivative Litigation~~

Five shareholder derivative lawsuits were filed in Delaware Chancery Court related to the release at Dan River and to the management of Duke Energy’s ash basins. On October 31, 2014, the five lawsuits were consolidated in a single proceeding titled ~~In Re Duke Energy Corporation Coal Ash Derivative Litigation~~. On December 2, 2014, plaintiffs filed a Corrected Verified Consolidated Shareholder Derivative Complaint (Consolidated Complaint). The Consolidated Complaint names as defendants several current and former Duke Energy officers and directors (collectively, the Duke Energy Defendants). Duke Energy is named as a nominal defendant.

The Consolidated Complaint alleges the Duke Energy Defendants breached their fiduciary duties by failing to adequately oversee Duke Energy’s ash basins and that these breaches of fiduciary duty may have contributed to the incident at Dan River and continued thereafter. The lawsuit also asserts claims against the Duke Energy Defendants for corporate waste (relating to the money Duke Energy has spent and will spend as a result of the fines, penalties and coal ash removal) and unjust enrichment (relating to the compensation and director remuneration that was received despite these alleged breaches of fiduciary duty). The lawsuit seeks both injunctive relief against Duke Energy and restitution from the Duke Energy Defendants. On April 22, 2016, plaintiffs filed an Amended Verified Consolidated Shareholder Derivative Complaint (Amended Complaint) making the same allegations as in the Consolidated Complaint. The Duke Energy Defendants filed a motion to dismiss the Amended Complaint on June 21, 2016. On December 14, 2016, the Delaware Chancery Court entered an order dismissing the Amended Complaint. Plaintiffs filed an appeal to the Delaware Supreme Court on January 9, 2017. Oral argument was held on September 27, 2017, and a decision is pending.

On October 30, 2015, shareholder Saul Bresalier filed a shareholder derivative complaint (Bresalier Complaint) in the U.S. District Court for the District of Delaware. The lawsuit alleges that several current and former Duke Energy officers and directors (Bresalier Defendants) breached their fiduciary duties in connection with coal ash environmental issues, the post-merger change in Chief Executive Officer (CEO) and oversight of political contributions. Duke Energy is named as a nominal defendant. The Bresalier Complaint contends that the appointed Demand Review Committee failed to appropriately consider the shareholder’s earlier demand for litigation and improperly decided not to pursue claims against the Bresalier Defendants. On March 30, 2017, the court granted Defendants’ Motion to Dismiss on the claims relating to coal ash environmental issues and political contributions. As discussed below, a settlement agreement was approved for the merger-related claims in the Bresalier Complaint, and those claims were dismissed. On September 8, 2017, Bresalier filed a notice of appeal to the U.S. Court of Appeals for the Third Circuit (Third Circuit Court) challenging the dismissal of his coal ash and political contribution claims. Pursuant to a scheduling order issued by the Third Circuit Court, briefing will be complete on December 20, 2017.

~~It is not possible to predict whether Duke Energy will incur any liability or to estimate the damages, if any, it might incur in connection with these matters.~~

~~Progress Energy Merger Shareholder Litigation~~

On May 31, 2013, the Delaware Chancery Court consolidated four shareholder derivative lawsuits filed in 2012. The Court also appointed a lead plaintiff and counsel for plaintiffs and designated the case as ~~In Re Duke Energy Corporation Derivative Litigation~~ (Merger Chancery Litigation). The lawsuit names as defendants the Legacy Duke Energy Directors. Duke Energy is named as a nominal defendant. The case alleges claims for breach of fiduciary duties of loyalty and care in connection with the post-merger change in CEO.

~~Two shareholder Derivative Complaints, filed in 2012 in federal district court in Delaware, were consolidated as~~ ~~Tansey v. Rogers, et al.~~ The case alleges claims against the Legacy Duke Energy Directors for breach of fiduciary duty and waste of corporate assets, as well as claims under Section 14(a) and 20(a) of the Exchange Act. Duke Energy is named as a nominal defendant. On December 21, 2015, Plaintiff filed a Consolidated Amended Complaint asserting the same claims contained in the original complaints.

~~The Legacy Duke Energy Directors reached an agreement-in-principle to settle the Merger Chancery Litigation, conditioned on dismissal as well, of the~~ ~~Tansey v. Rogers, et al~~ case and the merger-related claims in the Bresalier Complaint discussed above, which was approved by the Delaware Chancery Court on July 13, 2017. The entire settlement amount was funded by insurance. The settlement amount, less court-approved attorney fees, totaled $20 million and was paid to Duke Energy in third quarter 2017.

~~PART I~~

~~DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –~~

~~DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.~~

~~Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)~~

~~Price Reporting Cases~~

Duke Energy Trading and Marketing, LLC (DETM), a non-operating Duke Energy affiliate, was a defendant, along with numerous other energy companies, in four class-action lawsuits and a fifth single-plaintiff lawsuit in a consolidated federal court proceeding in Nevada. Each of these lawsuits contained similar claims that defendants allegedly manipulated natural gas markets by various means, including providing false information to natural gas trade publications and entering into unlawful arrangements and agreements in violation of the antitrust laws of the respective states. Plaintiffs sought damages in unspecified amounts. In February 2016, DETM reached agreements in principle to settle all of the pending lawsuits. Settlement of the single-plaintiff settlement was finalized and paid in March 2016. The proposed settlement of the class action lawsuits was approved by the Court and all settlement amounts, which are not material to Duke Energy, have been paid.

Duke Energy Carolinas and Duke Energy Progress

Coal Ash Insurance Coverage Litigation

In March 2017, Duke Energy Carolinas and Duke Energy Progress filed a civil action in North Carolina Superior Court against various insurance providers. The lawsuit seeks payment for coal ash-related liabilities covered by third-party liability insurance policies. The insurance policies were issued between 1971 and 1986 and provide third-party liability insurance for property damage. The civil action seeks damages for breach of contract and indemnification for costs arising from the Coal Ash Act and the EPA CCR rule at 15 coal-fired plants in North Carolina and South Carolina. The parties are engaged in discovery. Duke Energy Carolinas and Duke Energy Progress cannot predict the outcome of this matter.

NCDEQ State Enforcement Actions

In the first quarter of 2013, the Southern Environmental Law Center (SELC) sent notices of intent to sue Duke Energy Carolinas and Duke Energy Progress related to alleged Clean Water Act (CWA) violations from coal ash basins at two of their coal-fired power plants in North Carolina. The NCDEQ filed enforcement actions against Duke Energy Carolinas and Duke Energy Progress alleging violations of water discharge permits and North Carolina groundwater standards. The cases have been consolidated and are being heard before a single judge in the North Carolina Superior Court.

On August 16, 2013, the NCDEQ filed an enforcement action against Duke Energy Carolinas and Duke Energy Progress related to their remaining plants in North Carolina, alleging violations of the CWA and violations of the North Carolina groundwater standards. Both of these cases have been assigned to the judge handling the enforcement actions discussed above. SELC is representing several environmental groups who have been permitted to intervene in these cases.

The court issued orders in 2016 granting Motions for Partial Summary Judgment for seven of the 14 North Carolina plants named in the enforcement actions. ~~The litigation is concluded for these seven plants. Litigation continues for the remaining seven plants.~~ On February 13, 2017, the court issued an order denying motions for partial summary judgment brought by both the environmental groups and Duke Energy Carolinas and Duke Energy ~~Progress.~~Progress for the remaining seven plants. On March 15, 2017, Duke Energy Carolinas and Duke Energy Progress filed a Notice of Appeal to challenge the trial court’s order. The parties were unable to reach an agreement at mediation in April 2017. The parties submitted briefs to the court on remaining issues to be tried and a ruling is pending. On August 22, 2017, Duke Energy Carolinas and Duke Energy Progress filed a Petition for Discretionary Review, requesting the North Carolina Supreme Court to accept the appeal. On August 24, 2017, SELC filed a motion to dismiss the appeal. ~~Duke Energy Carolinas' and Duke Energy Progress’ opening appellate briefs were filed on October 12, 2017.~~On August 1, 2018, the court dismissed the appeal.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

It is not possible to predict any liability or estimate any damages Duke Energy Carolinas or Duke Energy Progress might incur in connection with these matters.

Federal Citizens Suits

On June 13, 2016, the Roanoke River Basin Association (RRBA) filed a federal citizen suit in the Middle District of North Carolina alleging unpermitted discharges to surface water and groundwater violations at the Mayo Plant. On August 19, 2016, Duke Energy Progress filed a Motion to Dismiss. On April 26, 2017, the court entered an order dismissing four of the claims in the federal citizen suit. Two claims relating to alleged violations of National Pollutant Discharge Elimination System (NPDES) permit provisions survived the motion to dismiss, and Duke Energy Progress filed its response on May 10, 2017. ~~The parties are engaged in pre-trial discovery. Trial has been scheduled for July 9, 2018.~~

~~On March 16, 2017, RRBA served~~ Duke Energy Progress ~~with a Notice of Intent to Sue under the CWA~~and RRBA each filed motions for alleged violations of effluent standards and limitations at the Roxboro Plant. In anticipation of litigation, Duke Energy Progress filed a Complaint for Declaratory Relief in the U.S. District Court for the Western District of Virginiasummary judgment on ~~May 11, 2017, which was subsequently dismissed.~~ March 23, 2018.

On May 16, 2017, RRBA filed a federal citizen suit in the U.S. District Court for the Middle District of North Carolina, which asserts two claims relating to alleged violations of NPDES permit provisions at the Roxboro plant and one claim relating to the use of nearby water bodies. Duke Energy Progress and RRBA each filed motions for summary judgment on April 17, 2018.

On May 8, 2018, on motion from Duke Energy Progress, the Court ordered trial in both of the above matters to be consolidated and has set a trial date for December 3, 2018.

On June 20, 2017, RRBA filed a federal citizen suit in the U.S. District Court for the Middle District of North Carolina challenging the closure plans at the Mayo Plant under the EPA CCR Rule. Duke Energy Progress filed a motion to dismiss, which was granted by the court on ~~August 21, 2017.~~March 30, 2018. RRBA had until April 30, 2018, to file an appeal to the Fourth Circuit but did not do so.

On August 2, 2017, RRBA filed a federal citizen suit in the U.S. District Court for the Middle District of North Carolina challenging the closure plans at the Roxboro Plant under the EPA CCR Rule. Duke Energy Progress filed a motion to dismiss on October 2, ~~2017.~~2017, which was granted by the court on May 29, 2018. RRBA had until June 28, 2018, to file an appeal to the Fourth Circuit but did not do so.

On ~~October 3,~~December 6, 2017, various parties ~~served Duke Energy Carolinas with~~filed a ~~Notice~~federal citizen suit in the U.S. District Court for the Middle District of ~~Intent to Sue under the CWA~~North Carolina for alleged violations at Duke Energy Carolinas' Belews Creek Steam Station (Belews Creek)~~. A lawsuit may be~~ under the CWA. Duke Energy Carolinas filed ~~sixty days after service of notice.~~a motion to dismiss on February 5, 2018.

It is not possible to predict whether Duke Energy Carolinas or Duke Energy Progress will incur any liability or to estimate the damages, if any, they might incur in connection with these matters.

~~Five previously filed cases involving the Riverbend, Cape Fear, H.F. Lee, Sutton and Buck plants were dismissed or settled in 2016.~~

~~PART I~~

~~DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –~~

~~DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.~~

~~Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)~~

Groundwater Contamination Claims

Beginning in May 2015, a number of residents living in the vicinity of the North Carolina facilities with ash basins received letters from the NCDEQ advising them not to drink water from the private wells on their land tested by the NCDEQ as the samples were found to have certain substances at levels higher than the criteria set by the North Carolina Department of Health and Human Services (DHHS). Results of Comprehensive Site Assessments ~~(CSAs)~~ testing performed by Duke Energy under the Coal Ash Act have been consistent with historical data provided to state regulators over many years. The DHHS and NCDEQ sent follow-up letters on October 15, 2015, to residents near coal ash basins who had their wells tested, stating that private well samplings at a considerable distance from coal ash basins, as well as some municipal water supplies, contain similar levels of vanadium and hexavalent chromium, which led investigators to believe these constituents are naturally occurring. In March 2016, DHHS rescinded the advisories.

Duke Energy Carolinas and Duke Energy Progress have received formal demand letters from residents near Duke Energy Carolinas' and Duke Energy Progress' coal ash basins. The residents claim damages for nuisance and diminution in property value, among other things. The parties held three days of mediation discussions that ended at an impasse. On January 6, 2017, Duke Energy Carolinas and Duke Energy Progress received the plaintiffs' notice of their intent to file suits should the matter not settle. The NCDEQ preliminarily approved Duke Energy’s permanent water solution plans on January 13, 2017, and as a result shortly thereafter, Duke Energy issued a press release, providing additional details regarding the homeowner compensation package. This package consists of three components: (i) a $5,000 goodwill payment to each eligible well owner to support the transition to a new water supply, (ii) where a public water supply is available and selected by the eligible well owner, a stipend to cover 25 years of water bills and (iii) the Property Value Protection Plan. The Property Value Protection Plan is a program offered by Duke Energy designed to guarantee eligible plant neighbors the fair market value of their residential property should they decide to sell their property during the time that the plan is offered. Duke Energy Carolinas and Duke Energy Progress have recognized reserves of ~~$19~~$10 million and $4$3 million, respectively.

On August 23, 2017, a ~~class action~~class-action suit was filed in Wake County Superior Court, North Carolina, against Duke Energy Carolinas and Duke Energy Progress on behalf of certain property owners living near coal ash impoundments at Allen, Asheville, Belews Creek, Buck, Cliffside, Lee, Marshall, Mayo and Roxboro. The class is defined as those who are “well-eligible” under the Coal Ash Act or those to whom Duke Energy has promised a permanent replacement water supply and seeks declaratory and injunctive relief, along with compensatory damages. Plaintiffs allege that Duke Energy’s improper maintenance of coal ash impoundments caused harm, particularly through groundwater contamination. Despite NCDEQ’s preliminary approval, Plaintiffs contend that Duke Energy’s proposed permanent water solutions plan fails to comply with the Coal Ash Act. On September 28, 2017, Duke Energy Carolinas and Duke Energy Progress filed a Motion to Dismiss and Motion to Strike the class designation. The parties entered into a Settlement Agreement on January 24, 2018, which resulted in the dismissal of the underlying class action on January 25, 2018.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

On September 14, 2017, a complaint was filed against Duke Energy Progress in New Hanover County Superior Court by a group of homeowners residing approximately ~~one~~1 mile from Duke Energy Progress' Sutton Steam Plant (Sutton). The homeowners allege that coal ash constituents have been migrating from ash impoundments at Sutton into their groundwater for decades and that in 2015, Duke Energy Progress discovered these releases of coal ash, but failed to notify any officials or neighbors and failed to take remedial action. The homeowners claim unspecified physical and mental injuries as a result of consuming their well water and seek actual damages for personal injury, medical monitoring and punitive damages. On March 6, 2018, Plaintiffs' counsel voluntarily dismissed the action without prejudice.

It is not possible to estimate the maximum exposure of loss, if any, that may occur in connection with ~~current claims or~~ future claims ~~which~~that might be made by these residents.

Asbestos-related Injuries and Damages Claims

Duke Energy Carolinas has experienced numerous claims for indemnification and medical cost reimbursement related to asbestos exposure. These claims relate to damages for bodily injuries alleged to have arisen from exposure to or use of asbestos in connection with construction and maintenance activities conducted on its electric generation plants prior to 1985. As of ~~September~~June 30, ~~2017,~~2018, there were 120 asserted claims for non-malignant cases with cumulative relief sought of up to $29 million, and 5747 asserted claims for malignant cases with cumulative relief sought of up to ~~$16~~$12 million. Based on Duke Energy Carolinas’ experience, it is expected that the ultimate resolution of most of these claims likely will be less than the amount claimed.

Duke Energy Carolinas has recognized asbestos-related reserves of ~~$486~~$466 million at ~~September~~June 30, ~~2017,~~2018, and ~~$512~~$489 million at December 31, ~~2016.~~2017. These reserves are classified in Other within Other Noncurrent Liabilities and Other within Current Liabilities on the Condensed Consolidated Balance Sheets. These reserves are based upon the minimum amount of the range of loss for current and future asbestos claims through ~~2036,~~2037, are recorded on an undiscounted basis and incorporate anticipated inflation. In light of the uncertainties inherent in a longer-term forecast, management does not believe they can reasonably estimate the indemnity and medical costs that might be incurred after ~~2036~~2037 related to such potential claims. It is possible Duke Energy Carolinas may incur asbestos liabilities in excess of the recorded reserves.

Duke Energy Carolinas has third-party insurance to cover certain losses related to asbestos-related injuries and damages above an aggregate self-insured retention. Duke Energy Carolinas’ cumulative payments began to exceed the self-insurance retention in 2008. Future payments up to the policy limit will be reimbursed by the third-party insurance carrier. The insurance policy limit for potential future insurance recoveries indemnification and medical cost claim payments is $797 million in excess of the self-insured retention. Receivables for insurance recoveries were ~~$570~~$585 million at ~~September~~June 30, ~~2017,~~2018, and ~~$587 million at~~ December 31, ~~2016.~~2017. These amounts are classified in Other within Other Noncurrent Assets and Receivables within Current Assets on the Condensed Consolidated Balance Sheets. Duke Energy Carolinas is not aware of any uncertainties regarding the legal sufficiency of insurance claims. Duke Energy Carolinas believes the insurance recovery asset is probable of recovery as the insurance carrier continues to have a strong financial strength rating.

Duke Energy Progress and Duke Energy Florida

Spent Nuclear Fuel Matters

On October 16, 2014, Duke Energy Progress and Duke Energy Florida sued the U.S. in the U.S. Court of Federal Claims. The lawsuit claimed the Department of Energy breached a contract in failing to accept spent nuclear fuel under the Nuclear Waste Policy Act of 1982 and asserted damages for the cost of on-site storage. Duke Energy Progress and Duke Energy Florida asserted damages for the period January 1, 2011, through December 31, 2013, of $48 million and $25 million, respectively. On November 17, 2017, the Court awarded Duke Energy Progress and Duke Energy Florida $48 million and $21 million, respectively, subject to appeal. No appeals were filed and Duke Energy Progress and Duke Energy Florida recognized the recoveries in the first quarter of 2018. Claims for all periods through 2013 have been resolved. On June 22, 2018, Duke Energy Progress and Duke Energy Florida filed a complaint for damages incurred for 2014 through first quarter 2018.

Duke Energy Progress

Gypsum Supply Agreement Matter

On June 30, 2017, CertainTeed Gypsum NC, Inc. (CertainTeed) filed a declaratory judgment action against Duke Energy Progress in the North Carolina Business Court relating to a gypsum supply agreement. In its complaint, CertainTeed sought an order from the court declaring that the minimum amount of gypsum Duke Energy Progress must provide to CertainTeed under the supply agreement is 50,000 tons per month through 2029. On January 29, 2018, CertainTeed filed a request to amend its Complaint and seek a preliminary injunction requiring Duke Energy Progress to provide 50,000 tons of gypsum per month through the trial date. In advance of the hearing on the Motion for Preliminary Injunction, the parties reached an agreement under which Duke Energy Progress would deliver 50,000 tons of gypsum per month through August 2018. If the Court determines that Duke Energy Progress was not obligated to provide that amount per month, CertainTeed will reimburse Duke Energy Progress. Trial in this matter was completed on July 16, 2018, and Duke Energy Progress is awaiting a ruling. If Duke Energy Progress does not prevail, Duke Energy Progress will either have to purchase additional gypsum on the open market to fulfill its contractual obligation through 2029 or pay liquidated damages. Duke Energy Progress cannot predict the outcome of this matter.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

Duke Energy Florida

Class Action Lawsuit

On February 22, 2016, a lawsuit was filed in the U.S. District Court for the Southern District of Florida on behalf of a putative class of Duke Energy Florida and FP&L’s customers in Florida. The suit alleges the ~~State~~state of Florida’s nuclear power plant cost recovery statutes (NCRS) are unconstitutional and pre-empted by federal law. Plaintiffs claim they are entitled to repayment of all money paid by customers of Duke Energy Florida and FP&L as a result of the NCRS, as well as an injunction against any future charges under those statutes. The constitutionality of the NCRS has been challenged unsuccessfully in a number of prior cases on alternative grounds. Duke Energy Florida and FP&L filed motions to dismiss the complaint on May 5, 2016. On September 21, 2016, the Court granted the motions to dismiss with prejudice. Plaintiffs filed a motion for reconsideration, which was denied. On January 4, 2017, plaintiffs filed a notice of appeal to the Eleventh Circuit U.S. Court of ~~Appeals. The appeal, which has been fully briefed, was heard on August 22, 2017, and~~Appeals (Eleventh Circuit). On July 11, 2018, the Eleventh Circuit affirmed the U.S. District Court's dismissal of the lawsuit. Plaintiffs have until October 9, 2018, to file a ~~decision is pending. Duke Energy Florida cannot predict~~petition for certiorari with the ~~outcome of this appeal.~~U.S. Supreme Court.

Westinghouse Contract Litigation

On March 28, 2014, Duke Energy Florida filed a lawsuit against Westinghouse in the U.S. District Court for the Western District of North Carolina. The lawsuit seeks recovery of $54 million in milestone payments in excess of work performed under an ~~EPC~~Engineering, Procurement and Construction agreement (EPC) for Levy as well as a determination by the court of the amounts due to Westinghouse as a result of the termination of ~~the EPC.~~an EPC contract. Duke Energy Florida recognized an exit obligation as a result of the termination of the EPC.

On March 31, 2014, Westinghouse filed a separate lawsuit against Duke Energy Florida in U.S. District Court for the Western District of ~~Pennsylvania. The~~ Pennsylvania ~~lawsuit alleged~~alleging damages under the same EPC contract in excess of $510 million for engineering and design work, costs to end supplier contracts and an alleged termination fee.

On June 9, 2014, the judge in the North Carolina case ruled that the litigation ~~will~~would proceed in the Western District of North Carolina.

On July 11, 2016, Duke Energy Florida and Westinghouse filed separate Motions for Summary Judgment. On September 29, 2016, the court issued its ruling, ~~on the parties' respective Motions for Summary Judgment, ruling in favor of~~granting Westinghouse on a $30 million termination fee claim and dismissing Duke Energy Florida's $54 million refund ~~claim, but stating that Duke Energy Florida could use the refund claim to offset any damages for termination costs.~~claim. Westinghouse's claim for termination costs ~~was unaffected by this ruling and~~ continued to trial. ~~At trial, Westinghouse reduced its claim for termination costs from $482 million to $424 million.~~ Following a trial on the matter, the court issued ~~its final~~an order in December 2016 denying Westinghouse’s claim for termination costs and ~~re-affirming~~reaffirming its earlier ruling in favor of Westinghouse on the $30 million termination ~~fee and Duke Energy Florida’s refund claim.~~fee. Judgment was entered against Duke Energy Florida in the amount of approximately $34 million, which includes prejudgment interest. Westinghouse ~~has~~ appealed the trial court's order to the U.S. Court of Appeals for the Fourth Circuit (Fourth ~~Circuit Court)~~Circuit) and Duke Energy Florida ~~has~~ cross-appealed. ~~Duke Energy Florida cannot predict the ultimate outcome of the appeal of the trial court's order.~~

On March 29, 2017, Westinghouse filed Chapter 11 bankruptcy in the Southern District of New York, which automatically stayed the appeal. On May 23, 2017, the bankruptcy court entered an order lifting the stay with respect to the appeal. Briefing of the appeal concluded on October 20, ~~2017,~~2017. Westinghouse and Duke Energy Florida executed a settlement agreement resolving this matter on April 5, 2018. The bankruptcy court approved the settlement and Duke Energy Florida paid approximately $34 million to Westinghouse in July 2018 pursuant to this agreement. At the request of the parties, ~~await a decision form~~ the Fourth Circuit ~~Court on whether it will allow oral argument of~~has dismissed the appeal.

Ultimate resolution of these matters could have a material effect on the results of operations, financial position or cash flows of Duke Energy Florida. See discussion of the 2017 Settlement and the Levy Nuclear Project in Note 4 for additional information regarding recovery of costs related to Westinghouse.

MGP Cost Recovery Action

On December 30, 2011, Duke Energy Florida filed a lawsuit against FirstEnergy Corp. (FirstEnergy) to recover investigation and remediation costs incurred by Duke Energy Florida in connection with the restoration of two former MGP sites in Florida. Duke Energy Florida alleged that FirstEnergy, as the successor to Associated Gas & Electric Co., owes past and future contribution and response costs of up to $43 million for the investigation and remediation of MGP sites. On December 6, 2016, the trial court entered judgment against Duke Energy Florida in the case. In January 2017, Duke Energy Florida appealed the decision to the U.S. Court of Appeals for the ~~6th~~Sixth Circuit, ~~and briefing has been completed. Duke Energy Florida cannot predict~~which affirmed the ~~outcome of this appeal.~~trial court's ruling on April 10, 2018.

Other Litigation and Legal Proceedings

The Duke Energy Registrants are involved in other legal, tax and regulatory proceedings arising in the ordinary course of business, some of which involve significant amounts. The Duke Energy Registrants believe the final disposition of these proceedings will not have a material effect on their results of operations, cash flows or financial position.

The table below presents recorded reserves based on management’s best estimate of probable loss for legal matters, excluding asbestos-related reserves and the exit obligation related to the termination of an EPC contract discussed above. Reserves are classified on the Condensed Consolidated Balance Sheets in Other within Other Noncurrent Liabilities and Accounts payable and Other within Current Liabilities. The reasonably possible range of loss in excess of recorded reserves is not material, other than as described above.



(in millions)	June 30, 2018		December 31, 2017
Reserves for Legal Matters
Duke Energy	$	68	$	88
Duke Energy Carolinas	15		30
Progress Energy	52		55
Duke Energy Progress	11		13
Duke Energy Florida	25		24
Piedmont	2		2

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

The table below presents recorded reserves based on management’s best estimate of probable loss for legal matters, excluding asbestos-related reserves and the exit obligation discussed above related to the termination of an EPC contract. Reserves are classified on the Condensed Consolidated Balance Sheets in Other within Other Noncurrent Liabilities and Accounts payable and Other within Current Liabilities. The reasonably possible range of loss in excess of recorded reserves is not material, other than as described above.

(in millions) September 30, 2017
December 31, 2016
Reserves for Legal Matters
Duke Energy $ 83
$ 98
Duke Energy Carolinas 23
23
Progress Energy 56
59
Duke Energy Progress 13
14
Duke Energy Florida 28
28
Duke Energy Ohio —
4
Piedmont 2
2

OTHER COMMITMENTS AND CONTINGENCIES

General

As part of their normal business, the Duke Energy Registrants are party to various financial guarantees, performance guarantees and other contractual commitments to extend guarantees of credit and other assistance to various subsidiaries, investees and other third parties. These guarantees involve elements of performance and credit risk, which are not fully recognized on the Condensed Consolidated Balance Sheets and have unlimited maximum potential payments. However, the Duke Energy Registrants do not believe these guarantees will have a material effect on their results of operations, cash flows or financial position.

In addition, the Duke Energy Registrants enter into various fixed-price, noncancelable commitments to purchase or sell power or natural gas, take-or-pay arrangements, transportation, or throughput agreements and other contracts that may or may not be recognized on their respective Condensed Consolidated Balance Sheets. Some of these arrangements may be recognized at fair value on their respective Condensed Consolidated Balance Sheets if such contracts meet the definition of a derivative and the normal purchase/normal sale (NPNS) exception does not apply. In most cases, the Duke Energy Registrants’ purchase obligation contracts contain provisions for price adjustments, minimum purchase levels and other financial commitments.

6.5. DEBT AND CREDIT FACILITIES

SUMMARY OF SIGNIFICANT DEBT ISSUANCES

The following table summarizes significant debt issuances (in millions). ~~Refer to the "Available Credit Facilities" section below regarding amounts issued under the Three Year Revolver and the Piedmont Term Loan facilities.~~

Nine Months Ended September 30, 2017
Duke
Duke
Duke
Duke
Maturity Interest
Duke
Energy
Energy
Energy
Energy
Issuance Date Date Rate
Energy
(Parent)
Progress
Florida
Ohio
Unsecured Debt
April 2017^(a)
April 2025 3.364 % $ 420
$ 420
$ —
$ —
$ —
June 2017^(b)
June 2020 2.100 % 330
330
—
—
—
August 2017^(c)
August 2022 2.400 % 500
500
—
—
—
August 2017^(c)
August 2027 3.150 % 750
750
—
—
—
August 2017^(c)
August 2047 3.950 % 500
500
—
—
—
Secured Debt
February 2017^(d)
June 2034 4.120 % 587
—
—
—
—
August 2017^(e)
December 2036 4.110 % 233
—
—
—
—
First Mortgage Bonds
January 2017^(f)
January 2020 1.850 % 250
—
—
250
—
January 2017^(f)
January 2027 3.200 % 650
—
—
650
—
March 2017^(g)
June 2046 3.700 %
100

—
—
—
100
September 2017^(h)
September 2020 1.500 %
⁽ⁱ⁾
300

—
300
—
—
September 2017^(h)
September 2047 3.600 % 500
—
500
—
—
Total issuances $ 5,120
$ 2,500

$ 800
$ 900

$ 100

~~PART I~~

~~DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –~~

~~DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.~~

~~Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)~~



				Six Months Ended June 30, 2018
						Duke		Duke		Duke
	Maturity	Interest		Duke		Energy		Energy		Energy
Issuance Date	Date	Rate		Energy		(Parent)		Carolinas		Florida
Unsecured Debt
March 2018^(a)	April 2025	3.950	%	$	250	$	250	$	—	$	—
May 2018^(b)	May 2021	2.830	%	500		500		—		—
First Mortgage Bonds
March 2018^(c)	March 2023	3.050	%	500		—		500		—
March 2018^(c)	March 2048	3.950	%	500		—		500		—
June 2018^(d)	July 2028	3.800	%	600				—		600
June 2018^(d)	July 2048	4.200	%	400		—		—		400
Total issuances				$	2,750	$	750	$	1,000	$	1,000


(a)	~~Proceeds were used~~Debt issued to ~~refinance $400 million of unsecured debt at maturity and to repay a portion of outstanding commercial paper.~~pay down short-term debt.


(b)	Debt issued to ~~repay~~pay down short-term debt. Debt issuance has a ~~portion of outstanding commercial paper.~~floating interest rate.


(c)	Debt issued to repay at maturity ~~$700~~a $300 million ~~of unsecured~~first mortgage bond due April 2018, pay down intercompany short-term debt ~~to repay outstanding commercial paper~~ and for general corporate purposes.


(d)	~~Portfolio financing of four Texas and Oklahoma wind facilities. Secured by substantially all of the assets of these wind facilities and nonrecourse~~Debt issued to ~~Duke Energy. Proceeds were used to reimburse Duke Energy for~~repay a portion of ~~previously funded construction expenditures.~~


~~(e)~~	Portfolio financing of eight solar facilities located in California, Colorado and New Mexico. Secured by substantially all of the assets of these solar facilities and nonrecourse to Duke Energy. Proceeds were used to reimburse Duke Energy for a portion of previously funded construction expenditures.


~~(f)~~	~~Debt issued to fund capital expenditures for ongoing construction and capital maintenance, to repay a $250 million aggregate principal amount of bonds at maturity~~intercompany short-term debt under money-pool borrowing arrangement and for general corporate purposes.


~~(g)~~	~~Proceeds were used to fund capital expenditures for ongoing construction, capital maintenance and for general corporate purposes.~~


~~(h)~~	Debt issued to repay at maturity a $200 million aggregate principal amount of bonds due November 2017, pay down intercompany short-term debt and for general corporate purposes, including capital expenditures.

~~(i) Debt issuance has a floating interest rate.~~

CURRENT MATURITIES OF LONG-TERM DEBT

The following table shows the significant components of Current Maturities of Long-Term Debt on the Condensed Consolidated Balance Sheets. The Duke Energy Registrants currently anticipate satisfying these obligations with cash on hand and proceeds from additional borrowings.


(in millions)	Maturity Date	Interest Rate			September 30, 2017		Maturity Date	Interest Rate			June 30, 2018
Unsecured Debt
Duke Energy (Parent)	June 2018	6.250	%		$	250
Duke Energy (Parent)	June 2018	2.100	%		500
Piedmont							December 2018	2.796	%	^(b)	$	250
Progress Energy							March 2019	7.050	%		450
First Mortgage Bonds
Duke Energy Carolinas							November 2018	7.000	%		500
Duke Energy Progress	November 2017	1.516	%	^(b)	200		January 2019	5.300	%		600
Duke Energy Carolinas	January 2018	5.250	%		400
Duke Energy Carolinas	April 2018	5.100	%		300
Duke Energy Florida	June 2018	5.650	%		500
Duke Energy Ohio							April 2019	5.450	%		450
Other^(a)					335						602
Current maturities of long-term debt					$	2,485					$	2,852

(a) Includes capital lease obligations, amortizing debt and small bullet maturities.

(b) Debt issuance has a floating interest rate.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

AVAILABLE CREDIT FACILITIES

Master Credit Facility

In ~~March 2017,~~January 2018, Duke Energy ~~amended its Master Credit Facility to increase its capacity from $7.5 billion to $8 billion, and to extend~~extended the termination date of ~~the facility~~substantially all of its existing $8 billion Master Credit Facility capacity from ~~January 30, 2020,~~March 16, 2022, to March 16, ~~2022. The amendment also added Piedmont as a borrower within~~2023. In May 2018, Duke Energy completed the extension process with 100 percent of all commitments to the Master Credit ~~Facility. Piedmont's separate $850 million credit facility was terminated in connection with the amendment. With the amendment, the~~Facility extending to March 16, 2023. The Duke Energy Registrants, excluding Progress Energy (Parent), have borrowing capacity under the Master Credit Facility up to a specified sublimit for each borrower. Duke Energy has the unilateral ability at any time to increase or decrease the borrowing sublimits of each borrower, subject to a maximum sublimit for each borrower. The amount available under the Master Credit Facility has been reduced to backstop issuances of commercial paper, certain letters of credit and variable-rate demand tax-exempt bonds that may be put to the Duke Energy Registrants at the option of the holder. Duke Energy Carolinas and Duke Energy Progress are also required to each maintain $250 million of available capacity under the Master Credit Facility as security to meet obligations under plea agreements reached with the U.S. Department of Justice in 2015 related to violations at North Carolina facilities with ash basins. The table below includes the current borrowing sublimits and available capacity under the Master Credit Facility.


	September 30, 2017																								June 30, 2018
				Duke			Duke			Duke			Duke			Duke			Duke									Duke			Duke			Duke			Duke		Duke			Duke
	Duke			Energy			Energy			Energy			Energy			Energy			Energy						Duke			Energy			Energy			Energy			Energy		Energy			Energy
(in millions)	Energy			(Parent)			Carolinas			Progress			Florida			Ohio			Indiana			Piedmont			Energy			(Parent)			Carolinas			Progress			Florida		Ohio			Indiana			Piedmont
Facility size^(a)	$	8,000		$	2,850		$	1,350		$	1,250		$	1,000		$	450		$	600		$	500		$	8,000		$	2,650		$	1,750		$	1,250		$	800	$	450		$	600		$	500
Reduction to backstop issuances
Commercial paper^(b)	(1,569		)	(404		)	(636		)	(150		)	—			(25		)	(150		)	(204		)	(3,004		)	(1,087		)	(856		)	(556		)	—		(189		)	(316		)	—
Outstanding letters of credit	(60		)	(51		)	(4		)	(2		)	(1		)	—			—			(2		)	(57		)	(49		)	(4		)	(2		)	—		—			—			(2		)
Tax-exempt bonds	(81		)	—			—			—			—			—			(81		)	—			(81		)	—			—			—			—		—			(81		)	—
Coal ash set-aside	(500		)	—			(250		)	(250		)	—			—			—			—			(500		)	—			(250		)	(250		)	—		—			—			—
Available capacity under the Master Credit Facility	$	5,790		$	2,395		$	460		$	848		$	999		$	425		$	369		$	294		$	4,358		$	1,514		$	640		$	442		$	800	$	261		$	203		$	498


(a)	Represents the sublimit of each borrower.


(b)	Duke Energy issued $625 million of commercial paper and loaned the proceeds through the money pool to Duke Energy Carolinas, Duke Energy Progress, Duke Energy Ohio and Duke Energy Indiana. The balances are classified as Long-Term Debt Payable to Affiliated Companies on the Condensed Consolidated Balance Sheets.

Three-Year Revolving Credit Facility

~~In June 2017,~~ Duke Energy (Parent) ~~entered into~~has a ~~three-year~~ $1.0 billion revolving credit facility (the Three Year Revolver)~~. Borrowings under this facility will be used for general corporate purposes.~~

through June 2020. As of ~~September~~June 30, ~~2017, $270~~2018, $500 million has been drawn under the Three Year Revolver. This balance is classified as Long-Term Debt on Duke Energy's Condensed Consolidated Balance Sheets. Any undrawn commitments can be drawn, and borrowings can be prepaid, at any time throughout the term of the facility. The terms and conditions of the Three Year Revolver are generally consistent with those governing Duke Energy's Master Credit Facility.

~~Piedmont Term Loan Facility~~

~~In June 2017, Piedmont entered into an 18-month term loan facility~~6. ASSET RETIREMENT OBLIGATIONS

The Duke Energy Registrants record AROs when there is a legal obligation to incur retirement costs associated with ~~commitments totaling $250 million (the Piedmont Term Loan). Borrowings under~~ the ~~facility will~~retirement of a long-lived asset and the obligation can be ~~used for general corporate purposes.~~

~~As of September 30, 2017,~~reasonably estimated. The following table presents the ~~entire $250 million has been drawn under~~AROs recorded on the ~~Piedmont Term Loan. This balance is classified as Long-Term Debt on Piedmont's~~ Condensed Consolidated Balance Sheets. ~~The terms and conditions of~~



	June 30, 2018
			Duke				Duke		Duke		Duke		Duke
	Duke		Energy		Progress		Energy		Energy		Energy		Energy
(in millions)	Energy		Carolinas		Energy		Progress		Florida		Ohio		Indiana		Piedmont
Decommissioning of Nuclear Power Facilities^(a)	$	5,319	$	2,002	$	3,158	$	2,621	$	536	$	—	$	—	$	—
Closure of Ash Impoundments	4,843		1,761		2,202		2,178		24		44		836		—
Other	307		56		78		36		42		45		20		15
Total ARO	$	10,469	$	3,819	$	5,438	$	4,835	$	602	$	89	$	856	$	15
Less: current portion	716		227		386		381		5		5		98		—
Total noncurrent ARO	$	9,753	$	3,592	$	5,052	$	4,454	$	597	$	84	$	758	$	15

(a) Duke Energy amount includes purchase accounting adjustments related to the ~~Piedmont Term Loan are generally consistent~~merger with ~~those governing Duke Energy's Master Credit Facility.~~Progress Energy.

ARO Liability Rollforward

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

~~7. ASSET RETIREMENT OBLIGATIONS~~

The Duke Energy Registrants record AROs when there is a legal obligation to incur retirement costs associated with the retirement of a long-lived asset and the obligation can be reasonably estimated. The following table presents the AROs recorded on the Condensed Consolidated Balance Sheets.

September 30, 2017
Duke
Duke
Duke
Duke
Duke

Duke
Energy
Progress
Energy
Energy
Energy
Energy

(in millions) Energy
Carolinas
Energy
Progress
Florida
Ohio
Indiana
Piedmont
Decommissioning of Nuclear Power Facilities^(a)
$ 5,337
$ 1,916
$ 3,235
$ 2,536
$ 699
$ —
$ —
$ —
Closure of Ash Impoundments 4,594
1,650
2,124
2,105
19
42
777
—
Other 274
35
80
35
45
39
16
15
Total ARO $ 10,205
$ 3,601
$ 5,439
$ 4,676
$ 763
$ 81
$ 793
$ 15
Less: current portion 619
304
250
250
—
6
58
—
Total noncurrent ARO $ 9,586

$ 3,297

$ 5,189

$ 4,426

$ 763

$ 75

$ 735
$ 15

~~(a) Duke Energy amount includes purchase accounting adjustments related to the merger with Progress Energy.~~

~~ARO Liability Rollforward~~

Actual closure costs incurred could be materially different from current estimates that form the basis of the recorded AROs. The following table presents the change in liability associated with AROs for the Duke Energy Registrants.


				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
Balance at December 31, 2016^(a)	$	10,611		$	3,895		$	5,475		$	4,697		$	778		$	77		$	866		$	14
Balance at December 31, 2017^(a)																									$	10,175		$	3,610		$	5,414		$	4,673		$	742		$	84		$	781		$	15
Accretion expense^(b)	329			140			172			147			25			3			25			1			212			89			113			97			16			2			14			—
Liabilities settled^(c)	(430		)	(201		)	(193		)	(152		)	(41		)	(4		)	(26		)	(7		)	(245		)	(114		)	(108		)	(89		)	(19		)	(2		)	(21		)	—
Liabilities incurred in the current year	48			5			—			—			—			7			27			7			8			8			—			—			—			—			—			—
Revisions in estimates of cash flows^(d)	(353		)	(238		)	(15		)	(16		)	1			(2		)	(99		)	—			319			226			19			154			(137		)	5			82			—
Balance at September 30, 2017	$	10,205		$	3,601		$	5,439		$	4,676		$	763		$	81		$	793		$	15
Balance at June 30, 2018																									$	10,469		$	3,819		$	5,438		$	4,835		$	602		$	89		$	856		$	15


(a)	Primarily relates to decommissioning nuclear power facilities, closure of ash impoundments, asbestos removal, closure of landfills at fossil generation facilities, retirement of natural gas mains and removal of renewable energy generation assets.


(b)	For the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, substantially all accretion expense relates to Duke Energy's regulated electric operations and has been deferred in accordance with regulatory accounting treatment.


(c)	Primarily relates to ash impoundment closures and nuclear decommissioning of Crystal River Unit 3.


(d)	Primarily relates to ~~favorable contract prices~~increases in groundwater monitoring estimates for closure of ash impoundments and a reduction for nuclear decommissioning at Crystal River Unit 3 compared to original estimates.

Asset retirement costs associated with the AROs for operating plants and retired plants are included in Net property, plant and equipment and Regulatory assets within Other Noncurrent Assets, respectively, on the Condensed Consolidated Balance Sheets.

~~8. GOODWILL AND INTANGIBLE ASSETS~~

7. GOODWILL

Duke Energy

The following table presents the goodwill by reportable operating segment included on Duke Energy's Condensed Consolidated Balance Sheets at ~~September~~June 30, ~~2017,~~2018, and December 31, ~~2016.~~2017.

Electric Utilities
Gas Utilities
Commercial

(in millions) and Infrastructure
and Infrastructure
Renewables
Total
Goodwill Balance at December 31, 2016 $ 17,379
$ 1,924
$ 122
$ 19,425
Accumulated impairment charges^(a)
—
—
(7 ) (7 )
Goodwill Balance at September 30, 2017 $ 17,379
$ 1,924
$ 115
$ 19,418

~~(a)~~

Duke Energy evaluated the recoverability of goodwill in the third quarter of 2017 and recorded an impairment of $7 million related to the Energy Management Solutions reporting unit within the Commercial Renewables segment. The fair value of the reporting unit was determined based on the market approach, which estimates fair value based on market comparables within the energy technologies industry.

~~PART I~~

~~DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –~~

~~DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.~~

~~Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)~~



	Electric Utilities		Gas Utilities		Commercial
(in millions)	and Infrastructure		and Infrastructure		Renewables			Total
Goodwill balance	$	17,379	$	1,924	$	122		$	19,425
Accumulated impairment charges	—		—		(29		)	(29		)
Goodwill, adjusted for accumulated impairment charges	$	17,379	$	1,924	$	93		$	19,396

Duke Energy Ohio

Duke Energy Ohio's Goodwill balance of $920 million, allocated $596 million to Electric Utilities and Infrastructure and $324 million to Gas Utilities and Infrastructure, is presented net of accumulated impairment charges of $216 million on the Condensed Consolidated Balance Sheets at ~~September~~June 30, ~~2017,~~2018, and December 31, ~~2016.~~2017.

Progress Energy

Progress Energy's Goodwill is included in the Electric Utilities and Infrastructure operating segment and there are no accumulated impairment charges.

Piedmont

Piedmont's Goodwill is included in the Gas Utilities and Infrastructure operating segment and there are no accumulated impairment charges. Effective November 1, 2016, Piedmont's fiscal year was changed from October 31 to December 31. Effective with this change, Piedmont changed the date of its annual impairment testing of goodwill from October 31 to August 31 to align with the other Duke Energy Registrants.

~~Impairment Testing~~

Duke Energy, Progress Energy, Duke Energy Ohio and Piedmont are required to perform an annual goodwill impairment test as of the same date each year and, accordingly, perform their annual impairment testing of goodwill as of August 31. Duke Energy, Progress Energy, Duke Energy Ohio and Piedmont update their test between annual tests if events or circumstances occur that would more likely than not reduce the fair value of a reporting unit below its carrying value. Except for the Energy Management Solutions reporting unit, the fair value of all other reporting units for Duke Energy, Progress Energy, Duke Energy Ohio and Piedmont exceeded their respective carrying values at the date of the annual impairment analysis. As such, no other impairment charges were recorded in the third quarter of 2017.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

9.8. RELATED PARTY TRANSACTIONS

The Subsidiary Registrants engage in related party transactions in accordance with applicable state and federal commission regulations. Refer to the Condensed Consolidated Balance Sheets of the Subsidiary Registrants for balances due to or due from related parties. Material amounts related to transactions with related parties included on the Condensed Consolidated Statements of Operations and Comprehensive Income are presented in the following table.


	Three Months Ended September 30,				Nine Months Ended September 30,				Three Months Ended June 30,				Six Months Ended June 30,
(in millions)	2017		2016		2017		2016		2018		2017		2018		2017
Duke Energy Carolinas
Corporate governance and shared service expenses^(a)	$	205	$	204	$	645	$	620	$	213	$	218	$	433	$	439
Indemnification coverages^(b)	5		5		17		16		5		6		11		12
JDA revenue^(c)	9		10		42		21		19		17		53		33
JDA expense^(c)	39		36		91		127		19		21		73		52
Intercompany natural gas purchases^(d)	3		—		5		—		4		1		8		2
Progress Energy
Corporate governance and shared service expenses^(a)	$	208	$	182	$	555	$	515	$	206	$	178	$	397	$	348
Indemnification coverages^(b)	10		9		29		25		9		9		17		19
JDA revenue^(c)	39		36		91		127		19		21		73		52
JDA expense^(c)	9		10		42		21		19		17		53		33
Intercompany natural gas purchases^(d)	19		—		57		—		19		19		38		38
Duke Energy Progress
Corporate governance and shared service expenses^(a)	$	114	$	103	$	321	$	292	$	126	$	109	$	244	$	209
Indemnification coverages^(b)	4		4		11		10		3		3		6		7
JDA revenue^(c)	39		36		91		127		19		21		73		52
JDA expense^(c)	9		10		42		21		19		17		53		33
Intercompany natural gas purchases^(d)	19		—		57		—		19		19		38		38
Duke Energy Florida
Corporate governance and shared service expenses^(a)	$	94	$	79	$	234	$	223	$	80	$	69	$	153	$	139
Indemnification coverages^(b)	6		5		18		15		6		6		11		12
Duke Energy Ohio
Corporate governance and shared service expenses^(a)	$	90	$	89	$	275	$	261	$	90	$	93	$	179	$	185
Indemnification coverages^(b)	1		1		3		4		1		1		2		2
Duke Energy Indiana
Corporate governance and shared service expenses^(a)	$	93	$	96	$	281	$	279	$	96	$	92	$	197	$	187
Indemnification coverages^(b)	2		2		6		6		2		2		4		4
Piedmont
Corporate governance and shared service expenses^(a)	$	10	$	—	$	25	$	—	$	40	$	9	$	76	$	14
Indemnification coverages^(b)	1		—		2		—		—		—		1		1
Intercompany natural gas sales^(d)	22		—		62		—		23		20		46		40

(a)

The Subsidiary Registrants are charged their proportionate share of corporate governance and other shared services costs, primarily related to human resources, employee benefits, information technology, legal and accounting fees, as well as other third-party costs. These amounts are primarily recorded in Operation, maintenance and other on the Condensed Consolidated Statements of Operations and Comprehensive Income.


(b)	The Subsidiary Registrants incur expenses related to certain indemnification coverages through Bison, Duke Energy’s wholly owned captive insurance subsidiary. These expenses are recorded in Operation, maintenance and other on the Condensed Consolidated Statements of Operations and Comprehensive Income.

(c)

Duke Energy Carolinas and Duke Energy Progress participate in a Joint Dispatch Agreement (JDA), which allows the collective dispatch of power plants between the service territories to reduce customer rates. Revenues from the sale of power and expenses from the purchase of power pursuant to the JDA are recorded in Operating Revenues and Fuel used in electric generation and purchased power, respectively, on the Condensed Consolidated Statements of Operations and Comprehensive Income.

(d)

Piedmont provides ~~long-term~~long–term natural gas delivery service to certain Duke Energy Carolinas and Duke Energy Progress natural ~~gas-fired~~gas–fired generation facilities. Piedmont records the sales in ~~Regulated natural gas~~Operating revenues, and Duke Energy Carolinas and Duke Energy Progress record the related purchases inas a component of Fuel used in electric generation and purchased power on their respective Condensed Consolidated Statements of Operations and Comprehensive Income. ~~The amounts~~These intercompany revenues and expenses are ~~not~~ eliminated in accordance with rate-based accounting regulations. For the three and nine months ended September 30, 2016, which was prior to the Piedmont acquisition, Piedmont recorded $19 million and $57 million, respectively, of natural gas sales with Duke Energy Progress and $1 million and $3 million, respectively, with Duke Energy Carolinas.consolidation.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

In addition to the amounts presented above, the Subsidiary Registrants have other affiliate transactions, including rental of office space, participation in a money pool arrangement, other operational transactions and their proportionate share of certain charged expenses. See Note 6 to the Consolidated Financial Statements in the Annual Report on Form 10-K for the year ended December 31, 2016, for more information regarding the money pool. These transactions of the Subsidiary Registrants were not material for the three and nine months ended September 30, 2017, and 2016.

As discussed in Note 1312, certain trade receivables have been sold by Duke Energy Ohio and Duke Energy Indiana to ~~CRC,~~Cinergy Receivables Company LLC (CRC), an ~~affiliate formed by a~~indirect subsidiary of Duke Energy. The proceeds obtained from the sales of receivables are largely cash but also include a subordinated note from ~~the affiliate~~CRC for a portion of the purchase price.

Equity Method Investments

Piedmont has related party transactions as a customer of its equity method investments in natural gas storage and transportation facilities. The following table presents expenses for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, and ~~2016,~~2017, which are included in Cost of natural gas on Piedmont's Condensed Consolidated Statements of Operations and Comprehensive Income.


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended June 30,				Six Months Ended June 30,
(in millions)	Type of expense	2017		2016		2017		2016		Type of expense	2018		2017		2018		2017
Cardinal	Transportation Costs	$	2	$	3	$	6	$	7	Transportation Costs	$	1	$	2	$	3	$	4
Pine Needle	Natural Gas Storage Costs	2		3		6		8		Natural Gas Storage Costs	2		2		4		4
Hardy Storage	Natural Gas Storage Costs	2		2		7		7		Natural Gas Storage Costs	3		3		5		5
Total		$	6	$	8	$	19	$	22		$	6	$	7	$	12	$	13

Piedmont had accounts payable to its equity method investments of $2 million at ~~September~~June 30, ~~2017,~~2018, and December 31, ~~2016,~~2017, related to these transactions. These amounts are included in Accounts payable on the Condensed Consolidated Balance Sheets.

Intercompany Income Taxes

Duke Energy and the Subsidiary Registrants file a consolidated federal income tax return and other state and jurisdictional returns. The Subsidiary Registrants have a tax sharing agreement with Duke Energy for the allocation of consolidated tax liabilities and benefits. Income taxes recorded represent amounts the Subsidiary Registrants would incur as separate C-Corporations. The following table includes the balance of intercompany income tax receivables and payables for the Subsidiary Registrants.


	Duke				Duke		Duke		Duke		Duke				Duke				Duke		Duke		Duke		Duke
	Energy		Progress		Energy		Energy		Energy		Energy				Energy		Progress		Energy		Energy		Energy		Energy
(in millions)	Carolinas		Energy		Progress		Florida		Ohio		Indiana		Piedmont		Carolinas		Energy		Progress		Florida		Ohio		Indiana		Piedmont
September 30, 2017
June 30, 2018
Intercompany income tax receivable	$	—	$	170	$	—	$	120	$	—	$	—	$	89	$	—	$	273	$	—	$	140	$	—	$	—	$	12
Intercompany income tax payable	173		—		46		—		18		104		—		22		—		24		—		3		14		—

December 31, 2016
December 31, 2017
Intercompany income tax receivable	$	1	$	—	$	—	$	37	$	—	$	—	$	—	$	—	$	168	$	—	$	44	$	22	$	—	$	7
Intercompany income tax payable	—		37		90		—		1		3		38		44		—		21		—		—		35		—

~~10.~~9. DERIVATIVES AND HEDGING

The Duke Energy Registrants use commodity and interest rate contracts to manage commodity price risk and interest rate risk. The primary use of commodity derivatives is to hedge the generation portfolio against changes in the prices of electricity and natural gas. Piedmont enters into natural gas supply contracts to provide diversification, reliability and natural gas cost benefits to its customers. Interest rate swaps are used to manage interest rate risk associated with borrowings.

All derivative instruments not identified as NPNS are recorded at fair value as assets or liabilities on the Condensed Consolidated Balance Sheets. Cash collateral related to derivative instruments executed under master netting arrangements is offset against the collateralized derivatives on the Condensed Consolidated Balance Sheets. The cash impacts of settled derivatives are recorded as operating activities on the Condensed Consolidated Statements of Cash Flows.

INTEREST RATE RISK

The Duke Energy Registrants are exposed to changes in interest rates as a result of their issuance or anticipated issuance of variable-rate and fixed-rate debt and commercial paper. Interest rate risk is managed by limiting variable-rate exposures to a percentage of total debt and by monitoring changes in interest rates. To manage risk associated with changes in interest rates, the Duke Energy Registrants may enter into interest rate swaps, U.S. Treasury lock agreements and other financial contracts. In anticipation of certain fixed-rate debt issuances, a series of forward-starting interest rate swaps or Treasury locks may be executed to lock in components of current market interest rates. These instruments are later terminated prior to or upon the issuance of the corresponding debt.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

Cash Flow Hedges

For a derivative designated as hedging the exposure to variable cash flows of a future transaction, referred to as a cash flow hedge, the effective portion of the derivative's gain or loss is initially reported as a component of other comprehensive income and subsequently reclassified into earnings once the future transaction impacts earnings. Amounts for interest rate contracts are reclassified to earnings as interest expense over the term of the related debt. Gains and losses reclassified out of AOCI for the three and ~~nine~~six months ended ~~September~~June 30, 2018 and 2017 were not material. Duke Energy's interest rate derivatives designated as hedges include interest rate swaps used to hedge existing debt within the Commercial Renewables business.

Undesignated Contracts

Undesignated contracts primarily include contracts not designated as a hedge because they are accounted for under regulatory accounting ~~and~~or contracts that do not qualify for hedge accounting.

Duke Energy’s interest rate swaps for its regulated operations employ regulatory accounting. With regulatory accounting, the mark-to-market gains or losses on the swaps are deferred as regulatory liabilities or regulatory assets, respectively. Regulatory assets and liabilities are amortized consistent with the treatment of the related costs in the ratemaking process. The accrual of interest on the swaps is recorded as Interest ~~Expense.~~

~~In August 2016,~~Expense on the Duke Energy unwound $1.4 billion of forward-starting interest rate swaps associated with the Piedmont acquisition financing. The swaps were considered undesignated as they did not qualify for hedge accounting. For the three and nine months ended September 30, 2016, losses on the swaps of $22 million and $190 million, respectively, were included within Interest Expense on Duke Energy'sRegistrant's Condensed Consolidated Statements of ~~Operations. See Note 2 for additional information related to the Piedmont acquisition.~~Operations and Comprehensive Income.

The following table shows notional amounts of outstanding derivatives related to interest rate risk.


	September 30, 2017												June 30, 2018
			Duke				Duke		Duke		Duke				Duke				Duke		Duke		Duke
	Duke		Energy		Progress		Energy		Energy		Energy		Duke		Energy		Progress		Energy		Energy		Energy
(in millions)	Energy		Carolinas		Energy		Progress		Florida		Ohio		Energy		Carolinas		Energy		Progress		Florida		Ohio
Cash flow hedges^(a)	$	703	$	—	$	—	$	—	$	—	$	—	$	411	$	—	$	—	$	—	$	—	$	—
Undesignated contracts	927		400		500		250		250		27		1,527		400		900		650		250		27
Total notional amount	$	1,630	$	400	$	500	$	250	$	250	$	27	$	1,938	$	400	$	900	$	650	$	250	$	27


	December 31, 2016												December 31, 2017
			Duke				Duke		Duke		Duke				Duke				Duke		Duke		Duke
	Duke		Energy		Progress		Energy		Energy		Energy		Duke		Energy		Progress		Energy		Energy		Energy
(in millions)	Energy		Carolinas		Energy		Progress		Florida		Ohio		Energy		Carolinas		Energy		Progress		Florida		Ohio
Cash flow hedges^(a)	$	750	$	—	$	—	$	—	$	—	$	—	$	660	$	—	$	—	$	—	$	—	$	—
Undesignated contracts	927		400		500		250		250		27		927		400		500		250		250		27
Total notional amount	$	1,677	$	400	$	500	$	250	$	250	$	27	$	1,587	$	400	$	500	$	250	$	250	$	27


(a)	Duke Energy includes amounts related to consolidated VIEs of ~~$703 million and $750~~$611 million as of ~~September~~June 30, ~~2017,~~2018, and $660 million as of December 31, ~~2016, respectively.~~2017.

COMMODITY PRICE RISK

The Duke Energy Registrants are exposed to the impact of changes in the prices of electricity purchased and sold in bulk power markets and coal and natural gas purchases, including Piedmont's natural gas supply contracts. Exposure to commodity price risk is influenced by a number of factors including the term of contracts, the liquidity of markets and delivery locations. For the Subsidiary Registrants, bulk power electricity and coal and natural gas purchases flow through fuel adjustment clauses, formula-based contracts or other cost-sharing mechanisms. Differences between the costs included in rates and the incurred costs, including undesignated derivative contracts, are largely deferred as regulatory assets or regulatory liabilities. Piedmont policies allow for the use of financial instruments to hedge commodity price risks. The strategy and objective of these hedging programs are to use the financial instruments to reduce natural gas costs volatility for customers.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

Volumes

The tables below include volumes of outstanding commodity derivatives. Amounts disclosed represent the absolute value of notional volumes of commodity contracts excluding NPNS. The Duke Energy Registrants have netted contractual amounts where offsetting purchase and sale contracts exist with identical delivery locations and times of delivery. Where all commodity positions are perfectly offset, no quantities are shown.


	September 30, 2017							June 30, 2018
		Duke		Duke	Duke	Duke			Duke		Duke	Duke	Duke
	Duke	Energy	Progress	Energy	Energy	Energy		Duke	Energy	Progress	Energy	Energy	Energy
	Energy	Carolinas	Energy	Progress	Florida	Indiana	Piedmont	Energy	Carolinas	Energy	Progress	Florida	Indiana	Piedmont
Electricity (gigawatt-hours)	112	—	—	—	—	112	—	54	—	—	—	—	54	—
Natural gas (millions of dekatherms)	786	103	193	124	69	1	489	756	116	171	152	19	3	466


	December 31, 2016							December 31, 2017
		Duke		Duke	Duke	Duke			Duke		Duke	Duke	Duke
	Duke	Energy	Progress	Energy	Energy	Energy		Duke	Energy	Progress	Energy	Energy	Energy
	Energy	Carolinas	Energy	Progress	Florida	Indiana	Piedmont	Energy	Carolinas	Energy	Progress	Florida	Indiana	Piedmont
Electricity (gigawatt-hours)	147	—	—	—	—	147	—	34	—	—	—	—	34	—
Natural gas (millions of dekatherms)	890	91	269	118	151	1	529	770	105	183	133	50	2	480

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

LOCATION AND FAIR VALUE OF DERIVATIVE ASSETS AND LIABILITIES RECOGNIZED ON THE CONDENSED CONSOLIDATED BALANCE SHEETS

The following tables show the fair value and balance sheet location of derivative instruments. Although derivatives subject to master netting arrangements are netted on the Condensed Consolidated Balance Sheets, the fair values presented below are shown gross and cash collateral on the derivatives has not been netted against the fair values shown.


Derivative Assets	September 30, 2017																June 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
Commodity Contracts
Not Designated as Hedging Instruments
Current	$	48	$	6	$	10	$	5	$	4	$	2	$	28	$	2	$	62	$	3	$	4	$	3	$	1	$	9	$	45	$	2
Noncurrent	6		2		4		3		1		—		—		—		2		—		1		1		—		—		—		—
Total Derivative Assets – Commodity Contracts	$	54	$	8	$	14	$	8	$	5	$	2	$	28	$	2	$	64	$	3	$	5	$	4	$	1	$	9	$	45	$	2
Interest Rate Contracts
Designated as Hedging Instruments
Current																	$	1	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Noncurrent	$	14	$	—	$	—	$	—	$	—	$	—	$	—	$	—	5		—		—		—		—		—		—		—
Not Designated as Hedging Instruments
Current	1		—		1		—		1		—		—		—		1		—		—		—		—		—		—		—
Noncurrent																	16		—		—		—		—		—		—		—
Total Derivative Assets – Interest Rate Contracts	$	15	$	—	$	1	$	—	$	1	$	—	$	—	$	—	$	23	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Total Derivative Assets	$	69	$	8	$	15	$	8	$	6	$	2	$	28	$	2	$	87	$	3	$	5	$	4	$	1	$	9	$	45	$	2


Derivative Liabilities	September 30, 2017																June 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
Commodity Contracts
Not Designated as Hedging Instruments
Current	$	29	$	1	$	11	$	2	$	9	$	—	$	—	$	18	$	23	$	8	$	3	$	3	$	1	$	—	$	—	$	10
Noncurrent	113		1		7		1		—		—		—		105		166		10		17		7		—		—		—		140
Total Derivative Liabilities – Commodity Contracts	$	142	$	2	$	18	$	3	$	9	$	—	$	—	$	123	$	189	$	18	$	20	$	10	$	1	$	—	$	—	$	150
Interest Rate Contracts
Designated as Hedging Instruments
Current	$	7	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	3	$	1	$	—	$	—	$	—	$	—	$	—	$	—
Noncurrent	9		—		—		—		—		—		—		—		1		—		—		—		—		—		—		—
Not Designated as Hedging Instruments
Current	24		23		—		—		—		1		—		—		6		—		5		2		3		—		—		—
Noncurrent	9		—		4		4		—		4		—		—		14		—		10		9		1		4		—		—
Total Derivative Liabilities – Interest Rate Contracts	$	49	$	23	$	4	$	4	$	—	$	5	$	—	$	—	$	24	$	1	$	15	$	11	$	4	$	4	$	—	$	—
Total Derivative Liabilities	$	191	$	25	$	22	$	7	$	9	$	5	$	—	$	123	$	213	$	19	$	35	$	21	$	5	$	4	$	—	$	150

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)


Derivative Assets	December 31, 2016																December 31, 2017
			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
Commodity Contracts
Not Designated as Hedging Instruments
Current	$	108	$	23	$	61	$	35	$	26	$	4	$	16	$	3	$	34	$	2	$	2	$	1	$	1	$	1	$	27	$	2
Noncurrent	32		10		21		10		11		1		—		—		1		—		1		1		—		—		—		—
Total Derivative Assets – Commodity Contracts	$	140	$	33	$	82	$	45	$	37	$	5	$	16	$	3	$	35	$	2	$	3	$	2	$	1	$	1	$	27	$	2
Interest Rate Contracts
Designated as Hedging Instruments
Current																	$	1	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Noncurrent	$	19	$	—	$	—	$	—	$	—	$	—	$	—	$	—	15		—		—		—		—		—		—		—
Not Designated as Hedging Instruments
Current	3		—		3		1		2		—		—		—
Total Derivative Assets – Interest Rate Contracts	$	22	$	—	$	3	$	1	$	2	$	—	$	—	$	—	$	16	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Total Derivative Assets	$	162	$	33	$	85	$	46	$	39	$	5	$	16	$	3	$	51	$	2	$	3	$	2	$	1	$	1	$	27	$	2


Derivative Liabilities	December 31, 2016																December 31, 2017
			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
Commodity Contracts
Not Designated as Hedging Instruments
Current	$	43	$	—	$	12	$	—	$	12	$	—	$	2	$	35	$	36	$	6	$	18	$	8	$	10	$	—	$	—	$	11
Noncurrent	166		1		7		1		—		—		—		152		146		4		10		4		—		—		—		131
Total Derivative Liabilities – Commodity Contracts	$	209	$	1	$	19	$	1	$	12	$	—	$	2	$	187	$	182	$	10	$	28	$	12	$	10	$	—	$	—	$	142
Interest Rate Contracts
Designated as Hedging Instruments
Current	$	8	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	29	$	25	$	—	$	—	$	—	$	—	$	—	$	—
Noncurrent	8		—		—		—		—		—		—		—		6		—		—		—		—		—		—		—
Not Designated as Hedging Instruments															—
Current	1		—		—		—		—		1		—		—		1		—		1		—		—		1		—		—
Noncurrent	26		15		6		6		—		5		—		—		12		—		7		6		2		4		—		—
Total Derivative Liabilities – Interest Rate Contracts	$	43	$	15	$	6	$	6	$	—	$	6	$	—	$	—	$	48	$	25	$	8	$	6	$	2	$	5	$	—	$	—
Total Derivative Liabilities	$	252	$	16	$	25	$	7	$	12	$	6	$	2	$	187	$	230	$	35	$	36	$	18	$	12	$	5	$	—	$	142

OFFSETTING ASSETS AND LIABILITIES

The following tables present the line items on the Condensed Consolidated Balance Sheets where derivatives are reported. Substantially all of Duke Energy's outstanding derivative contracts are subject to enforceable master netting arrangements. The ~~Gross~~gross amounts offset in the tables below show the effect of these netting arrangements on financial position, and include collateral posted to offset the net position. The amounts shown are calculated by counterparty. Accounts receivable or accounts payable may also be available to offset exposures in the event of bankruptcy. These amounts are not included in the tables below.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)


Derivative Assets	September 30, 2017																					June 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
Current
Gross amounts recognized	$	49		$	6		$	11		$	5		$	5		$	2	$	28	$	2	$	64		$	3		$	4		$	3		$	1	$	9	$	45	$	2
Gross amounts offset	(3		)	—			(3		)	(1		)	(2		)	—		—		—		(4		)	(2		)	(2		)	(2		)	—		—		—		—
Net amounts presented in Current Assets: Other	$	46		$	6		$	8		$	4		$	3		$	2	$	28	$	2	$	60		$	1		$	2		$	1		$	1	$	9	$	45	$	2
Noncurrent
Gross amounts recognized	$	20		$	2		$	4		$	3		$	1		$	—	$	—	$	—	$	23		$	—		$	1		$	1		$	—	$	—	$	—	$	—
Gross amounts offset	(2		)	(1		)	(1		)	(1		)	—			—		—		—		(1		)	—			(1		)	(1		)	—		—		—		—
Net amounts presented in Other Noncurrent Assets: Other	$	18		$	1		$	3		$	2		$	1		$	—	$	—	$	—	$	22		$	—		$	—		$	—		$	—	$	—	$	—	$	—


Derivative Liabilities	September 30, 2017																					June 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
Current
Gross amounts recognized	$	60		$	24		$	11		$	2		$	9		$	1	$	—	$	18	$	32		$	9		$	8		$	5		$	4	$	—	$	—	$	10
Gross amounts offset	(4		)	(1		)	(3		)	(1		)	(2		)	—		—		—		(4		)	(2		)	(2		)	(2		)	—		—		—		—
Net amounts presented in Current Liabilities: Other	$	56		$	23		$	8		$	1		$	7		$	1	$	—	$	18	$	28		$	7		$	6		$	3		$	4	$	—	$	—	$	10
Noncurrent
Gross amounts recognized	$	131		$	1		$	11		$	5		$	—		$	4	$	—	$	105	$	181		$	10		$	27		$	16		$	1	$	4	$	—	$	140
Gross amounts offset	(2		)	(1		)	(1		)	(1		)	—			—		—		—		(2		)	(1		)	(1		)	(1		)	—		—		—		—
Net amounts presented in Other Noncurrent Liabilities: Other	$	129		$	—		$	10		$	4		$	—		$	4	$	—	$	105	$	179		$	9		$	26		$	15		$	1	$	4	$	—	$	140


Derivative Assets	December 31, 2016																					December 31, 2017
				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
Current
Gross amounts recognized	$	111		$	23		$	64		$	36		$	28		$	4	$	16	$	3	$	35	$	2	$	2	$	1	$	1	$	1	$	27	$	2
Gross amounts offset	(11		)	—			(11		)	—			(11		)	—		—		—		—		—		—		—		—		—		—		—
Net amounts presented in Current Assets: Other	$	100		$	23		$	53		$	36		$	17		$	4	$	16	$	3	$	35	$	2	$	2	$	1	$	1	$	1	$	27	$	2
Noncurrent
Gross amounts recognized	$	51		$	10		$	21		$	10		$	11		$	1	$	—	$	—	$	16	$	—	$	1	$	1	$	—	$	—	$	—	$	—
Gross amounts offset	(2		)	(1		)	(1		)	(1		)	—			—		—		—		—		—		—		—		—		—		—		—
Net amounts presented in Other Noncurrent Assets: Other	$	49		$	9		$	20		$	9		$	11		$	1	$	—	$	—	$	16	$	—	$	1	$	1	$	—	$	—	$	—	$	—

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)


Derivative Liabilities	December 31, 2016																					December 31, 2017
				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
Current
Gross amounts recognized	$	52		$	—		$	12		$	—		$	12		$	1	$	2	$	35	$	66		$	31		$	19		$	8		$	10	$	1	$	—	$	11
Gross amounts offset	(11		)	—			(11		)	—			(11		)	—		—		—		(3		)	(2		)	(2		)	(2		)	—		—		—		—
Net amounts presented in Current Liabilities: Other	$	41		$	—		$	1		$	—		$	1		$	1	$	2	$	35	$	63		$	29		$	17		$	6		$	10	$	1	$	—	$	11
Noncurrent
Gross amounts recognized	$	200		$	16		$	13		$	7		$	—		$	5	$	—	$	152	$	164		$	4		$	17		$	10		$	2	$	4	$	—	$	131
Gross amounts offset	(2		)	(1		)	(1		)	(1		)	—			—		—		—		(1		)	—			(1		)	(1		)	—		—		—		—
Net amounts presented in Other Noncurrent Liabilities: Other	$	198		$	15		$	12		$	6		$	—		$	5	$	—	$	152	$	163		$	4		$	16		$	9		$	2	$	4	$	—	$	131

OBJECTIVE CREDIT CONTINGENT FEATURES

Certain derivative contracts contain objective credit contingent features. These features include the requirement to post cash collateral or letters of credit if specific events occur, such as a credit rating downgrade below investment grade. The following tables show information with respect to derivative contracts that are in a net liability position and contain objective credit-risk-related payment provisions.


	September 30, 2017										June 30, 2018
			Duke				Duke		Duke				Duke				Duke		Duke
	Duke		Energy		Progress		Energy		Energy		Duke		Energy		Progress		Energy		Energy
(in millions)	Energy		Carolinas		Energy		Progress		Florida		Energy		Carolinas		Energy		Progress		Florida
Aggregate fair value of derivatives in a net liability position	$	40	$	25	$	15	$	6	$	9	$	36	$	16	$	20	$	19	$	1
Fair value of collateral already posted	—		—		—		—		—		—		—		—		—		—
Additional cash collateral or letters of credit in the event credit-risk-related contingent features were triggered	40		25		15		6		9		36		16		20		19		1


	December 31, 2016										December 31, 2017
			Duke				Duke		Duke				Duke				Duke		Duke
	Duke		Energy		Progress		Energy		Energy		Duke		Energy		Progress		Energy		Energy
(in millions)	Energy		Carolinas		Energy		Progress		Florida		Energy		Carolinas		Energy		Progress		Florida
Aggregate fair value of derivatives in a net liability position	$	34	$	16	$	18	$	6	$	12	$	59	$	35	$	25	$	15	$	10
Fair value of collateral already posted	—		—		—		—		—		—		—		—		—		—
Additional cash collateral or letters of credit in the event credit-risk-related contingent features were triggered	34		16		18		6		12		59		35		25		15		10

The Duke Energy Registrants have elected to offset cash collateral and fair values of derivatives. For amounts to be netted, the derivative and cash collateral must be executed with the same counterparty under the same master netting arrangement.

~~11.~~10. INVESTMENTS IN DEBT AND EQUITY SECURITIES

~~The~~ Duke ~~Energy Registrants classify their~~Energy’s investments in debt and equity ~~securities as either trading or available-for-sale.~~

~~TRADING SECURITIES~~

Piedmont's investments in debt and equity securities held in rabbi trusts associated with certain deferred compensation plans are classified as trading securities. The fair value of these investments was $1 million and $5 million as of September 30, 2017, and December 31, 2016, respectively.

~~AVAILABLE-FOR-SALE (AFS) SECURITIES~~

~~All other investments in debt and equity securities are classified as AFS.~~

~~Duke Energy’s available-for-sale~~ securities are primarily comprised of investments held in (i) the nuclear decommissioning trust fund (NDTF) at Duke Energy Carolinas, Duke Energy Progress and Duke Energy Florida, (ii) grantor trusts at Duke Energy Progress, Duke Energy Florida and Duke Energy Indiana related to Other Post-Retirement Benefit Obligations (OPEB) plans and (iii) Bison. The Duke Energy Registrants classify investments in debt securities as available-for-sale (AFS) and investments in equity securities as fair value through net income (FV-NI).

For investments in debt securities classified as AFS, the unrealized gains and losses are included in other comprehensive income until realized, at which time, they are reported through net income. For investments in equity securities classified as FV-NI, both realized and unrealized gains and losses are reported through net income. Substantially all of Duke Energy’s investments in debt and equity securities qualify for regulatory accounting, and accordingly, all associated realized and unrealized gains and losses on these investments are deferred as a regulatory asset or liability.

Duke Energy classifies ~~all other~~the majority of investments in debt and equity securities as long term, unless otherwise noted.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

Investment Trusts

The investments within the NDTF investments and the Duke Energy Progress, Duke Energy Florida and Duke Energy Indiana grantor trusts (Investment Trusts) are managed by independent investment managers with discretion to buy, sell and invest pursuant to the objectives set forth by the trust agreements. The Duke Energy Registrants have limited oversight of the day-to-day management of these investments. As a result, the ability to hold investments in unrealized loss positions is outside the control of the Duke Energy Registrants. Accordingly, all unrealized losses associated with debt ~~and equity~~ securities within the Investment Trusts are considered ~~other-than-temporary impairments (OTTIs)~~OTTIs and are recognized ~~immediately.~~

~~Investments within the Investment Trusts generally qualify for~~immediately and deferred to regulatory ~~accounting, and accordingly realized and unrealized gains and losses are deferred as a regulatory asset or liability.~~

Substantially all amounts of the Duke Energy Registrants' gross unrealized holding losses as of September 30, 2017, and December 31, 2016, are considered OTTIs on investments within Investment Trusts that have been recognized immediately as a regulatory asset.accounts where appropriate.

Other AFS Securities

Unrealized gains and losses on all other AFS securities are included in other comprehensive income until realized, unless it is determined the carrying value of an investment is other-than-temporarily impaired. The Duke Energy Registrants analyze all investment holdings each reporting period to determine whether a decline in fair value should be considered other-than-temporary. If an OTTI exists, the unrealized credit loss is included in earnings. There were no material credit losses as of ~~September~~June 30, ~~2017,~~2018, and December 31, ~~2016.~~2017.

Other Investments amounts are recorded in Other within Other Noncurrent Assets on the Condensed Consolidated Balance Sheets.

DUKE ENERGY

The following table presents the estimated fair value of investments in ~~AFS securities.~~debt and equity securities; equity investments are classified as FV-NI and debt investments are classified as AFS.


	September 30, 2017						December 31, 2016						June 30, 2018^(a)						December 31, 2017
	Gross		Gross				Gross		Gross				Gross		Gross				Gross		Gross
	Unrealized		Unrealized		Estimated		Unrealized		Unrealized		Estimated		Unrealized		Unrealized		Estimated		Unrealized		Unrealized		Estimated
	Holding		Holding		Fair		Holding		Holding		Fair		Holding		Holding		Fair		Holding		Holding		Fair
(in millions)	Gains		Losses		Value		Gains		Losses		Value		Gains		Losses		Value		Gains		Losses		Value
NDTF
Cash and cash equivalents	$	—	$	—	$	129	$	—	$	—	$	111	$	—	$	—	$	116	$	—	$	—	$	115
Equity securities	2,549		28		4,627		2,092		54		4,106		2,837		40		4,988		2,805		27		4,914
Corporate debt securities	16		2		600		10		8		528		5		12		560		17		2		570
Municipal bonds	5		2		334		3		10		331		2		4		341		4		3		344
U.S. government bonds	10		4		984		10		8		984		7		20		991		11		7		1,027
Other debt securities	—		1		120		—		3		124		—		3		128		—		1		118
Total NDTF	$	2,580	$	37	$	6,794	$	2,115	$	83	$	6,184
Total NDTF Investments													$	2,851	$	79	$	7,124	$	2,837	$	40	$	7,088
Other Investments
Cash and cash equivalents	$	—	$	—	$	15	$	—	$	—	$	25	$	—	$	—	$	15	$	—	$	—	$	15
Equity securities	52		—		115		38		—		104		46		—		109		59		—		123
Corporate debt securities	1		—		64		1		1		66		—		1		68		1		—		57
Municipal bonds	3		1		83		2		1		82		1		1		87		2		1		83
U.S. government bonds	—		—		44		—		1		51		—		1		52		—		—		41
Other debt securities	—		—		37		—		2		42		—		1		45		—		1		44
Total Other Investments	$	56	$	1	$	358	$	41	$	5	$	370	$	47	$	4	$	376	$	62	$	2	$	363
Total Investments	$	2,636	$	38	$	7,152	$	2,156	$	88	$	6,554	$	2,898	$	83	$	7,500	$	2,899	$	42	$	7,451


(a)	Where regulatory accounting is applied, realized and unrealized gains and losses are deferred as regulatory assets or liabilities, and there is no impact to net income or other comprehensive income until the gain or loss is amortized or collected.

The table below summarizes the maturity date for debt securities.


(in millions)	September 30, 2017		June 30, 2018
Due in one year or less	$	92	$	89
Due after one through five years	584		518
Due after five through 10 years	514		543
Due after 10 years	1,076		1,122
Total	$	2,266	$	2,272

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

Realized gains and losses, which were determined on a specific identification basis, from sales of FV-NI and AFS securities for the three and six months endedJune 30, 2018, and from sales of AFS securities for the three and six months ended June 30, 2017, were as follows.


	Three Months Ended				Nine Months Ended
	September 30,				September 30,				Three Months Ended		Six Months Ended
(in millions)	2017		2016		2017		2016		June 30, 2018		June 30, 2018
FV-NI:
Realized gains	$	37	$	82	$	170	$	200	$	47	$	66
Realized losses	25		42		124		134		31		44
AFS:
Realized gains									5		10
Realized losses									12		25



	Three Months Ended		Six Months Ended
(in millions)	June 30, 2017		June 30, 2017
Realized gains	$	40	$	133
Realized losses	37		99

DUKE ENERGY CAROLINAS


	September 30, 2017						December 31, 2016						June 30, 2018^(a)						December 31, 2017
	Gross		Gross				Gross		Gross				Gross		Gross				Gross		Gross
	Unrealized		Unrealized		Estimated		Unrealized		Unrealized		Estimated		Unrealized		Unrealized		Estimated		Unrealized		Unrealized		Estimated
	Holding		Holding		Fair		Holding		Holding		Fair		Holding		Holding		Fair		Holding		Holding		Fair
(in millions)	Gains		Losses		Value		Gains		Losses		Value		Gains		Losses		Value		Gains		Losses		Value
NDTF
Cash and cash equivalents	$	—	$	—	$	34	$	—	$	—	$	18	$	—	$	—	$	32	$	—	$	—	$	32
Equity securities	1,395		14		2,553		1,157		28		2,245		1,544		23		2,732		1,531		12		2,692
Corporate debt securities	9		2		395		5		6		354		2		8		347		9		2		359
Municipal bonds	1		—		52		1		2		67		1		1		72		—		1		60
U.S. government bonds	3		3		466		2		5		458		2		12		474		3		4		503
Other debt securities	—		1		113		—		3		116		—		3		124		—		1		112
Total NDTF	$	1,408	$	20	$	3,613	$	1,165	$	44	$	3,258
Other Investments
Other debt securities	—		—		—		—		1		3
Total Investments	$	1,408	$	20	$	3,613	$	1,165	$	45	$	3,261
Total NDTF Investments													$	1,549	$	47	$	3,781	$	1,543	$	20	$	3,758


(a)	Where regulatory accounting is applied, realized and unrealized gains and losses are deferred as regulatory assets or liabilities, and there is no impact to net income or other comprehensive income until the gain or loss is amortized or collected.

The table below summarizes the maturity date for debt securities.

(in millions) September 30, 2017
Due in one year or less $ 5
Due after one through five years 218
Due after five through 10 years 264
Due after 10 years 539
Total $ 1,026

~~Realized gains and losses, which were determined on a specific identification basis, from sales of AFS securities were as follows.~~

Three Months Ended Nine Months Ended
September 30, September 30,
(in millions) 2017
2016
2017
2016
Realized gains $ 20
$ 58
$ 110
$ 125
Realized losses 13
28
76
84



(in millions)	June 30, 2018
Due in one year or less	$	12
Due after one through five years	163
Due after five through 10 years	286
Due after 10 years	556
Total	$	1,017

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

Realized gains and losses, which were determined on a specific identification basis, from sales of FV-NI and AFS securities for the three and six months ended June 30, 2018, and from sales of AFS securities for the three and six months ended June 30, 2017, were as follows.



	Three Months Ended		Six Months Ended
(in millions)	June 30, 2018		June 30, 2018
FV-NI:
Realized gains	$	26	$	36
Realized losses	17		22
AFS:
Realized gains	4		9
Realized losses	8		18



	Three Months Ended		Six Months Ended
(in millions)	June 30, 2017		June 30, 2017
Realized gains	$	24	$	90
Realized losses	23		63

PROGRESS ENERGY


	September 30, 2017						December 31, 2016						June 30, 2018^(a)						December 31, 2017
	Gross		Gross				Gross		Gross				Gross		Gross				Gross		Gross
	Unrealized		Unrealized		Estimated		Unrealized		Unrealized		Estimated		Unrealized		Unrealized		Estimated		Unrealized		Unrealized		Estimated
	Holding		Holding		Fair		Holding		Holding		Fair		Holding		Holding		Fair		Holding		Holding		Fair
(in millions)	Gains		Losses		Value		Gains		Losses		Value		Gains		Losses		Value		Gains		Losses		Value
NDTF
Cash and cash equivalents	$	—	$	—	$	95	$	—	$	—	$	93	$	—	$	—	$	84	$	—	$	—	$	83
Equity securities	1,154		14		2,074		935		26		1,861		1,293		17		2,256		1,274		15		2,222
Corporate debt securities	7		—		205		5		2		174		3		4		213		8		—		211
Municipal bonds	4		2		282		2		8		264		1		3		269		4		2		284
U.S. government bonds	7		1		518		8		3		526		5		8		517		8		3		524
Other debt securities	—		—		7		—		—		8		—		—		4		—		—		6
Total NDTF	$	1,172	$	17	$	3,181	$	950	$	39	$	2,926
Total NDTF Investments													$	1,302	$	32	$	3,343	$	1,294	$	20	$	3,330
Other Investments
Cash and cash equivalents	$	—	$	—	$	11	$	—	$	—	$	21	$	—	$	—	$	11	$	—	$	—	$	12
Municipal bonds	3		—		47		2		—		44		1		—		47		2		—		47
Total Other Investments	$	3	$	—	$	58	$	2	$	—	$	65	$	1	$	—	$	58	$	2	$	—	$	59
Total Investments	$	1,175	$	17	$	3,239	$	952	$	39	$	2,991	$	1,303	$	32	$	3,401	$	1,296	$	20	$	3,389


(a)	Where regulatory accounting is applied, realized and unrealized gains and losses are deferred as regulatory assets or liabilities, and there is no impact to net income or other comprehensive income until the gain or loss is amortized or collected.

The table below summarizes the maturity date for debt securities.

(in millions) September 30, 2017
Due in one year or less $ 74
Due after one through five years 309
Due after five through 10 years 194
Due after 10 years 482
Total $ 1,059

~~Realized gains and losses, which were determined on a specific identification basis, from sales of AFS securities were as follows.~~

Three Months Ended Nine Months Ended
September 30, September 30,
(in millions) 2017
2016
2017
2016
Realized gains $ 16
$ 21
$ 58
$ 71
Realized losses 12
13
47
49



(in millions)	June 30, 2018
Due in one year or less	$	69
Due after one through five years	286
Due after five through 10 years	207
Due after 10 years	488
Total	$	1,050

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)



	Three Months Ended		Six Months Ended
(in millions)	June 30, 2018		June 30, 2018
FV-NI:
Realized gains	$	21	$	30
Realized losses	14		22
AFS:
Realized gains	1		1
Realized losses	4		7



	Three Months Ended		Six Months Ended
(in millions)	June 30, 2017		June 30, 2017
Realized gains	$	15	$	42
Realized losses	14		35

DUKE ENERGY PROGRESS


	September 30, 2017						December 31, 2016						June 30, 2018^(a)						December 31, 2017
	Gross		Gross				Gross		Gross				Gross		Gross				Gross		Gross
	Unrealized		Unrealized		Estimated		Unrealized		Unrealized		Estimated		Unrealized		Unrealized		Estimated		Unrealized		Unrealized		Estimated
	Holding		Holding		Fair		Holding		Holding		Fair		Holding		Holding		Fair		Holding		Holding		Fair
(in millions)	Gains		Losses		Value		Gains		Losses		Value		Gains		Losses		Value		Gains		Losses		Value
NDTF
Cash and cash equivalents	$	—	$	—	$	46	$	—	$	—	$	45	$	—	$	—	$	46	$	—	$	—	$	50
Equity securities	882		11		1,683		704		21		1,505		995		13		1,819		980		12		1,795
Corporate debt securities	5		—		144		4		1		120		2		3		153		6		—		149
Municipal bonds	4		2		281		2		8		263		1		3		268		4		2		283
U.S. government bonds	5		1		303		5		2		275		4		6		339		5		2		310
Other debt securities	—		—		4		—		—		5		—		—		2		—		—		4
Total NDTF	$	896	$	14	$	2,461	$	715	$	32	$	2,213
Total NDTF Investments													$	1,002	$	25	$	2,627	$	995	$	16	$	2,591
Other Investments
Cash and cash equivalents	$	—	$	—	$	1	$	—	$	—	$	1	$	—	$	—	$	1	$	—	$	—	$	1
Total Other Investments													$	—	$	—	$	1	$	—	$	—	$	1
Total Investments	$	896	$	14	$	2,462	$	715	$	32	$	2,214	$	1,002	$	25	$	2,628	$	995	$	16	$	2,592


(a)	Where regulatory accounting is applied, realized and unrealized gains and losses are deferred as regulatory assets or liabilities, and there is no impact to net income or other comprehensive income until the gain or loss is amortized or collected.

The table below summarizes the maturity date for debt securities.

(in millions) September 30, 2017
Due in one year or less $ 16
Due after one through five years 209
Due after five through 10 years 136
Due after 10 years 371
Total $ 732

~~Realized gains and losses, which were determined on a specific identification basis, from sales of AFS securities were as follows.~~

Three Months Ended Nine Months Ended
September 30, September 30,
(in millions) 2017
2016
2017
2016
Realized gains $ 14
$ 18
$ 49
$ 60
Realized losses 11
11
41
42



(in millions)	June 30, 2018
Due in one year or less	$	24
Due after one through five years	214
Due after five through 10 years	150
Due after 10 years	374
Total	$	762

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)



	Three Months Ended		Six Months Ended
(in millions)	June 30, 2018		June 30, 2018
FV-NI:
Realized gains	$	17	$	25
Realized losses	12		20
AFS:
Realized gains	1		1
Realized losses	3		5



	Three Months Ended		Six Months Ended
(in millions)	June 30, 2017		June 30, 2017
Realized gains	$	11	$	35
Realized losses	11		30

DUKE ENERGY FLORIDA


	September 30, 2017						December 31, 2016						June 30, 2018^(a)						December 31, 2017
	Gross		Gross				Gross		Gross				Gross		Gross				Gross		Gross
	Unrealized		Unrealized		Estimated		Unrealized		Unrealized		Estimated		Unrealized		Unrealized		Estimated		Unrealized		Unrealized		Estimated
	Holding		Holding		Fair		Holding		Holding		Fair		Holding		Holding		Fair		Holding		Holding		Fair
(in millions)	Gains		Losses		Value		Gains		Losses		Value		Gains		Losses		Value		Gains		Losses		Value
NDTF
Cash and cash equivalents	$	—	$	—	$	49	$	—	$	—	$	48	$	—	$	—	$	38	$	—	$	—	$	33
Equity securities	272		3		391		231		5		356		298		4		437		294		3		427
Corporate debt securities	2		—		61		1		1		54		1		1		60		2		—		62
Municipal bonds	—		—		1		—		—		1		—		—		1		—		—		1
U.S. government bonds	2		—		215		3		1		251		1		2		178		3		1		214
Other debt securities	—		—		3		—		—		3		—		—		2		—		—		2
Total NDTF^(a)	$	276	$	3	$	720	$	235	$	7	$	713
Total NDTF Investments^(b)													$	300	$	7	$	716	$	299	$	4	$	739
Other Investments
Cash and cash equivalents	$	—	$	—	$	—	$	—	$	—	$	4	$	—	$	—	$	1	$	—	$	—	$	1
Municipal bonds	3		—		47		2		—		44		1		—		47		2		—		47
Total Other Investments	$	3	$	—	$	47	$	2	$	—	$	48	$	1	$	—	$	48	$	2	$	—	$	48
Total Investments	$	279	$	3	$	767	$	237	$	7	$	761	$	301	$	7	$	764	$	301	$	4	$	787


(a)	Where regulatory accounting is applied, realized and unrealized gains and losses are deferred as regulatory assets or liabilities, and there is no impact to net income or other comprehensive income until the gain or loss is amortized or collected.


(b)	During the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, Duke Energy Florida continued to receive reimbursements from the NDTF for costs related to ongoing decommissioning activity of the Crystal River Unit 3 nuclear plant.

The table below summarizes the maturity date for debt securities.

(in millions) September 30, 2017
Due in one year or less $ 58
Due after one through five years 100
Due after five through 10 years 58
Due after 10 years 111
Total $ 327

~~Realized gains and losses, which were determined on a specific identification basis, from sales of AFS securities were as follows.~~

Three Months Ended Nine Months Ended
September 30, September 30,
(in millions) 2017
2016
2017
2016
Realized gains $ 2
$ 3
$ 9
$ 11
Realized losses 1
2
6
7



(in millions)	June 30, 2018
Due in one year or less	$	45
Due after one through five years	72
Due after five through 10 years	57
Due after 10 years	114
Total	$	288

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)



	Three Months Ended		Six Months Ended
(in millions)	June 30, 2018		June 30, 2018
FV-NI:
Realized gains	$	4	$	5
Realized losses	2		2
AFS:
Realized gains	—		—
Realized losses	1		2



	Three Months Ended		Six Months Ended
(in millions)	June 30, 2017		June 30, 2017
Realized gains	$	4	$	7
Realized losses	3		5

DUKE ENERGY INDIANA

The following table presents the estimated fair value of investments in ~~AFS securities.~~debt and equity securities; equity investments are measured at FV-NI and debt investments are classified as AFS.


	September 30, 2017						December 31, 2016						June 30, 2018^(a)						December 31, 2017
	Gross		Gross				Gross		Gross				Gross		Gross				Gross		Gross
	Unrealized		Unrealized		Estimated		Unrealized		Unrealized		Estimated		Unrealized		Unrealized		Estimated		Unrealized		Unrealized		Estimated
	Holding		Holding		Fair		Holding		Holding		Fair		Holding		Holding		Fair		Holding		Holding		Fair
(in millions)	Gains		Losses		Value		Gains		Losses		Value		Gains		Losses		Value		Gains		Losses		Value
Investments
Equity securities	$	44	$	—	$	91	$	33	$	—	$	79	$	36	$	—	$	74	$	49	$	—	$	97
Corporate debt securities	—		—		3		—		—		2		—		—		8		—		—		3
Municipal bonds	—		1		28		—		1		28		—		1		33		—		1		28
U.S. government bonds	—		—		—		—		—		1
Total Investments	$	44	$	1	$	122	$	33	$	1	$	110	$	36	$	1	$	115	$	49	$	1	$	128


(a)	Realized and unrealized gains and losses where regulatory accounting is applied are deferred as regulatory assets or liabilities, and there is no impact to net income or other comprehensive income until the gain or loss is amortized or collected.

The table below summarizes the maturity date for debt securities.


(in millions)	September 30, 2017		June 30, 2018
Due in one year or less	$	4	$	3
Due after one through five years	12		20
Due after five through 10 years	8		4
Due after 10 years	7		14
Total	$	31	$	41

Realized gains and losses, which were determined on a specific identification basis, from sales of FV-NI and AFS securities ~~were insignificant~~ for the three and ~~nine~~six months ended ~~September~~June 30, 2018, and from sales of AFS securities for the three and six months ended June 30, 2017, ~~and 2016.~~were insignificant.

~~12.~~11. 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.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

Fair value measurements are classified in three levels based on the fair value hierarchy:

Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity can access at the measurement date. An active market is one in which transactions for an asset or liability occur with sufficient frequency and volume to provide ongoing pricing information.

Level 2 – A fair value measurement utilizing inputs other than quoted prices included in Level 1 that are observable, either directly or indirectly, for an asset or liability. Inputs include (i) quoted prices for similar assets or liabilities in active markets, (ii) quoted prices for identical or similar assets or liabilities in markets that are not active and (iii) ~~and~~ inputs other than quoted market prices that are observable for the asset or liability, such as interest rate curves and yield curves observable at commonly quoted intervals, volatilities and credit spreads. A Level 2 measurement cannot have more than an insignificant portion of its valuation based on unobservable inputs. Instruments in this category include non-exchange-traded derivatives, such as over-the-counter forwards, swaps and options; certain marketable debt securities; and financial instruments traded in less-than-active markets.

Level 3 – Any fair value measurement that includes unobservable inputs for more than an insignificant portion of the valuation. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value. Level 3 measurements may include longer-term instruments that extend into periods in which observable inputs are not available.

Not Categorized – Certain investments are not categorized within the Fair Value hierarchy. These investments are measured at fair value using the net asset value (NAV) per share practical expedient. The NAV is derived based on the ~~fair value~~investment cost, less any impairment, plus or minus changes resulting from observable price changes for an identical or similar investment of the ~~underlying investments but may not be readily redeemable at that fair value.~~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 no transfers between levels during the three and ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, and ~~2016.~~

~~PART I~~

~~DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –~~

~~DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.~~

~~Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)~~

2017.

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 New York Stock Exchange ~~(NYSE)~~ 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.

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 ~~2 related to the acquisition of Piedmont in 2016. See Note~~ 11 in Duke Energy's Annual Report on Form ~~10-K~~10-K/A for the year ended December 31, ~~2016,~~2017, 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.

September 30, 2017
(in millions) Total Fair Value
Level 1
Level 2
Level 3
Not Categorized
NDTF equity securities $ 4,627
$ 4,549
$ —
$ —
$ 78
NDTF debt securities 2,167
617
1,550
—
—
Other trading and AFS equity securities 116
116
—
—
—
Other AFS debt securities 243
59
184
—
—
Derivative assets 69
4
35
30
—
Total assets 7,222
5,345
1,769
30
78
Derivative liabilities (191 ) —
(68 ) (123 ) —
Net assets (liabilities) $ 7,031
$ 5,345
$ 1,701
$ (93 ) $ 78

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

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 9. See Note 10 for additional information related to investments by major security type for the Duke Energy Registrants.


	December 31, 2016														June 30, 2018
(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	$	4,106		$	4,029		$	—		$	—		$	77	$	4,988		$	4,918		$	—		$	—		$	70
NDTF debt securities	2,078			632			1,446			—			—		2,136			578			1,558			—			—
Other trading and AFS equity securities	104			104			—			—			—
Other trading and AFS debt securities	266			75			186			5			—
Other equity securities															109			109			—			—			—
Other debt securities															267			68			199			—			—
Derivative assets	162			5			136			21			—		87			3			31			53			—
Total assets	6,716			4,845			1,768			26			77		7,587			5,676			1,788			53			70
Derivative liabilities	(252		)	(2		)	(63		)	(187		)	—		(213		)	(1		)	(62		)	(150		)	—
Net assets (liabilities)	$	6,464		$	4,843		$	1,705		$	(161	)	$	77	$	7,374		$	5,675		$	1,726		$	(97	)	$	70



	December 31, 2017
(in millions)	Total Fair Value			Level 1			Level 2			Level 3			Not Categorized
NDTF equity securities	$	4,914		$	4,840		$	—		$	—		$	74
NDTF debt securities	2,174			635			1,539			—			—
Other equity securities	123			123			—			—			—
Other debt securities	241			57			184			—			—
Derivative assets	51			3			20			28			—
Total assets	7,503			5,658			1,743			28			74
Derivative liabilities	(230		)	(2		)	(86		)	(142		)	—
Net assets (liabilities)	$	7,273		$	5,656		$	1,657		$	(114	)	$	74

The following tables provide reconciliations of beginning and ending balances of assets and liabilities measured at fair value using Level 3 measurements. Amounts included in earnings for derivatives are primarily included in Cost of natural gas on the Duke Energy Registrants' Condensed Consolidated Statements of Operations and Comprehensive Income. Amounts included in changes of net assets on the Duke Energy Registrants' Condensed Consolidated Balance Sheets are included in regulatory assets or liabilities. All derivative assets and liabilities are presented on a net basis.

Three Months Ended September 30, 2017 Three Months Ended September 30, 2016
(in millions) Investments
Derivatives (net)
Total
Investments
Derivatives (net)
Total
Balance at beginning of period $ —
$ (91 ) $ (91 ) $ 4
$ 34
$ 38
Purchases, sales, issuances and settlements:

Settlements —
(12 ) (12 ) —
(9 ) (9 )
Total gains (losses) included on the Condensed Consolidated Balance Sheet —
10
10
—
(2 ) (2 )
Balance at end of period $ —
$ (93 ) $ (93 ) $ 4
$ 23
$ 27


	Nine Months Ended September 30, 2017									Nine Months Ended September 30, 2016									Three Months Ended June 30, 2018								Three Months Ended June 30, 2017
(in millions)	Investments			Derivatives (net)			Total			Investments			Derivatives (net)			Total			Investments		Derivatives (net)			Total			Investments			Derivatives (net)			Total
Balance at beginning of period	$	5		$	(166	)	$	(161	)	$	5		$	10		$	15		$	—	$	(124	)	$	(124	)	$	5		$	(135	)	$	(130	)
Total pretax realized or unrealized gains included in comprehensive income	1			—			1			—			—			—			—		—			—			1			—			1
Purchases, sales, issuances and settlements:																								—
Purchases	—			55			55			—			34			34			—		56			56			—			55			55
Sales	(6		)	—			(6		)	(1		)	—			(1		)	—		—			—			(6		)	—			(6		)
Settlements	—			(30		)	(30		)	—			(22		)	(22		)	—		(15		)	(15		)	—			(9		)	(9		)
Total gains included on the Condensed Consolidated Balance Sheet	—			48			48			—			1			1
Total losses included on the Condensed Consolidated Balance Sheet																			—		(14		)	(14		)	—			(2		)	(2		)
Balance at end of period	$	—		$	(93	)	$	(93	)	$	4		$	23		$	27		$	—	$	(97	)	$	(97	)	$	—		$	(91	)	$	(91	)

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)



	Six Months Ended June 30, 2018								Six Months Ended June 30, 2017
(in millions)	Investments		Derivatives (net)			Total			Investments			Derivatives (net)			Total
Balance at beginning of period	$	—	$	(114	)	$	(114	)	$	5		$	(166	)	$	(161	)
Total pretax realized or unrealized gains included in comprehensive income	—		—			—			1			—			1
Purchases, sales, issuances and settlements:
Purchases	—		56			56			—			55			55
Sales	—		—			—			(6		)	—			(6		)
Settlements	—		(29		)	(29		)	—			(18		)	(18		)
Total (losses) gains included on the Condensed Consolidated Balance Sheet	—		(10		)	(10		)	—			38			38
Balance at end of period	$	—	$	(97	)	$	(97	)	$	—		$	(91	)	$	(91	)

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.



	June 30, 2018
(in millions)	Total Fair Value			Level 1		Level 2			Not Categorized
NDTF equity securities	$	2,732		$	2,662	$	—		$	70
NDTF debt securities	1,049			164		885			—
Derivative assets	3			—		3			—
Total assets	3,784			2,826		888			70
Derivative liabilities	(19		)	—		(19		)	—
Net assets	$	3,765		$	2,826	$	869		$	70



	December 31, 2017
(in millions)	Total Fair Value			Level 1			Level 2			Not Categorized
NDTF equity securities	$	2,692		$	2,618		$	—		$	74
NDTF debt securities	1,066			204			862			—
Derivative assets	2			—			2			—
Total assets	3,760			2,822			864			74
Derivative liabilities	(35		)	(1		)	(34		)	—
Net assets	$	3,725		$	2,821		$	830		$	74

The following table provides a reconciliation of beginning and ending balances of assets and liabilities measured at fair value using Level 3 measurements.



	Investments
	Three Months Ended June 30,					Six Months Ended June 30,
(in millions)	2018		2017			2018		2017
Balance at beginning of period	$	—	$	3		$	—	$	3
Total pretax realized or unrealized gains included in comprehensive income	—		1			—		1
Purchases, sales, issuances and settlements:
Sales	—		(4		)	—		(4		)
Balance at end of period	$	—	$	—		$	—	$	—

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

PROGRESS 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.



	June 30, 2018
(in millions)	Total Fair Value			Level 1		Level 2
NDTF equity securities	$	2,256		$	2,256	$	—
NDTF debt securities	1,087			414		673
Other debt securities	58			11		47
Derivative assets	5			—		5
Total assets	3,406			2,681		725
Derivative liabilities	(35		)	—		(35		)
Net assets	$	3,371		$	2,681	$	690



	December 31, 2017
(in millions)	Total Fair Value			Level 1			Level 2
NDTF equity securities	$	2,222		$	2,222		$	—
NDTF debt securities	1,108			431			677
Other debt securities	59			12			47
Derivative assets	3			1			2
Total assets	3,392			2,666			726
Derivative liabilities	(36		)	(1		)	(35		)
Net assets	$	3,356		$	2,665		$	691

DUKE ENERGY PROGRESS

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



	June 30, 2018
(in millions)	Total Fair Value			Level 1		Level 2
NDTF equity securities	$	1,819		$	1,819	$	—
NDTF debt securities	808			255		553
Other debt securities	1			1		—
Derivative assets	4			1		3
Total assets	2,632			2,076		556
Derivative liabilities	(21		)	—		(21		)
Net assets	$	2,611		$	2,076	$	535



	December 31, 2017
(in millions)	Total Fair Value			Level 1			Level 2
NDTF equity securities	$	1,795		$	1,795		$	—
NDTF debt securities	796			243			553
Other debt securities	1			1			—
Derivative assets	2			1			1
Total assets	2,594			2,040			554
Derivative liabilities	(18		)	(1		)	(17		)
Net assets	$	2,576		$	2,039		$	537

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

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.~~

September 30, 2017
(in millions) Total Fair Value
Level 1
Level 2
Level 3
Not Categorized
NDTF equity securities $ 2,553
$ 2,475
$ —
$ —
$ 78
NDTF debt securities 1,060
178
882
—
—
Derivative assets 8
—
8
—
—
Total assets 3,621
2,653
890
—
78
Derivative liabilities (25 ) —
(25 ) —
—
Net assets $ 3,596
$ 2,653
$ 865
$ —
$ 78

December 31, 2016
(in millions) Total Fair Value
Level 1
Level 2
Level 3
Not Categorized
NDTF equity securities $ 2,245
$ 2,168
$ —
$ —
$ 77
NDTF debt securities 1,013
178
835
—
—
Other AFS debt securities 3
—
—
3
—
Derivative assets 33
—
33
—
—
Total assets 3,294
2,346
868
3
77
Derivative liabilities (16 ) —
(16 ) —
—
Net assets $ 3,278
$ 2,346
$ 852
$ 3
$ 77

~~The following table provides a reconciliation of beginning and ending balances of assets and liabilities measured at fair value using Level 3 measurements.~~

Investments
Three Months Ended September 30, Nine Months Ended September 30,
(in millions) 2017 2016 2017 2016
Balance at beginning of period $ —
$ 3
$ 3
$ 3
Total pretax realized or unrealized gains included in comprehensive income —
—
1
—
Purchases, sales, issuances and settlements:
Sales —
—
(4 ) —
Balance at end of period $ —
$ 3
$ —
$ 3

~~PROGRESS ENERGY~~FLORIDA

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


	September 30, 2017								December 31, 2016								June 30, 2018
(in millions)	Total Fair Value			Level 1		Level 2			Total Fair Value			Level 1		Level 2			Total Fair Value			Level 1		Level 2
NDTF equity securities	$	2,074		$	2,074	$	—		$	1,861		$	1,861	$	—		$	437		$	437	$	—
NDTF debt securities	1,107			439		668			1,065			454		611			279			159		120
Other AFS debt securities	58			11		47			65			21		44
Other debt securities																	48			1		47
Derivative assets	15			1		14			85			—		85			1			—		1
Total assets	3,254			2,525		729			3,076			2,336		740			765			597		168
Derivative liabilities	(22		)	—		(22		)	(25		)	—		(25		)	(5		)	—		(5		)
Net assets	$	3,232		$	2,525	$	707		$	3,051		$	2,336	$	715		$	760		$	597	$	163

~~PART I~~

~~DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –~~

~~DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.~~

~~Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)~~

~~DUKE ENERGY PROGRESS~~

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

September 30, 2017 December 31, 2016
(in millions) Total Fair Value
Level 1
Level 2
Total Fair Value
Level 1
Level 2
NDTF equity securities $ 1,683
$ 1,683
$ —
$ 1,505
$ 1,505
$ —
NDTF debt securities 778
231
547
708
207
501
Other AFS debt securities 1
1
—
1
1
—
Derivative assets 8
1
7
46
—
46
Total assets 2,470
1,916
554
2,260
1,713
547
Derivative liabilities (7 ) —
(7 ) (7 ) —
(7 )
Net assets $ 2,463
$ 1,916
$ 547
$ 2,253
$ 1,713
$ 540

~~DUKE ENERGY FLORIDA~~

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


	September 30, 2017								December 31, 2016								December 31, 2017
(in millions)	Total Fair Value			Level 1		Level 2			Total Fair Value			Level 1		Level 2			Total Fair Value			Level 1		Level 2
NDTF equity securities	$	391		$	391	$	—		$	356		$	356	$	—		$	427		$	427	$	—
NDTF debt securities	329			208		121			357			247		110			312			188		124
Other AFS debt securities	47			—		47			48			4		44
Other debt securities																	48			1		47
Derivative assets	6			—		6			39			—		39			1			—		1
Total assets	773			599		174			800			607		193			788			616		172
Derivative liabilities	(9		)	—		(9		)	(12		)	—		(12		)	(12		)	—		(12		)
Net assets	$	764		$	599	$	165		$	788		$	607	$	181		$	776		$	616	$	160

DUKE ENERGY OHIO

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


	September 30, 2017								December 31, 2016								June 30, 2018								December 31, 2017
(in millions)	Total Fair Value			Level 2			Level 3		Total Fair Value			Level 2			Level 3		Total Fair Value			Level 2			Level 3		Total Fair Value			Level 2			Level 3
Derivative assets	$	2		$	—		$	2	$	5		$	—		$	5	$	9		$	—		$	9	$	1		$	—		$	1
Derivative liabilities	(5		)	(5		)	—		(6		)	(6		)	—		(4		)	(4		)	—		(5		)	(5		)	—
Net (liabilities) assets	$	(3	)	$	(5	)	$	2	$	(1	)	$	(6	)	$	5
Net assets (liabilities)																	$	5		$	(4	)	$	9	$	(4	)	$	(5	)	$	1

The following table provides a reconciliation of beginning and ending balances of assets and liabilities measured at fair value using Level 3 measurements.


	Derivatives (net)												Derivatives (net)
	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended June 30,						Six Months Ended June 30,
(in millions)	2017			2016			2017			2016			2018			2017			2018			2017
Balance at beginning of period	$	3		$	5		$	5		$	3		$	1		$	1		$	1		$	5
Purchases, sales, issuances and settlements:
Purchases	—			—			3			5			7			3			7			3
Settlements	(1		)	(2		)	(3		)	(4		)	(1		)	(1		)	(1		)	(2		)
Total losses included on the Condensed Consolidated Balance Sheet	—			—			(3		)	(1		)
Total gains (losses) included on the Condensed Consolidated Balance Sheet													2			—			2			(3		)
Balance at end of period	$	2		$	3		$	2		$	3		$	9		$	3		$	9		$	3

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

DUKE ENERGY INDIANA

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

September 30, 2017 December 31, 2016
(in millions) Total Fair Value
Level 1
Level 2
Level 3
Total Fair Value
Level 1
Level 2
Level 3
Other AFS equity securities $ 91
$ 91
$ —
$ —
$ 79
$ 79
$ —
$ —
Other AFS debt securities 31
—
31
—
31
—
31
—
Derivative assets 28
—
—
28
16
—
—
16
Total assets 150
91
31
28
126
79
31
16
Derivative liabilities —
—
—
—
(2 ) (2 ) —
—
Net assets $ 150
$ 91
$ 31
$ 28
$ 124
$ 77
$ 31
$ 16



	June 30, 2018
(in millions)	Total Fair Value		Level 1		Level 2		Level 3
Other equity securities	$	74	$	74	$	—	$	—
Other debt securities	41		—		41		—
Derivative assets	45		1		—		44
Total assets	$	160	$	75	$	41	$	44



	December 31, 2017
(in millions)	Total Fair Value		Level 1		Level 2		Level 3
Other equity securities	$	97	$	97	$	—	$	—
Other debt securities	31		—		31		—
Derivative assets	27		—		—		27
Total assets	$	155	$	97	$	31	$	27

The following table provides a reconciliation of beginning and ending balances of assets and liabilities measured at fair value using Level 3 measurements.


	Derivatives (net)												Derivatives (net)
	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended June 30,						Six Months Ended June 30,
(in millions)	2017			2016			2017			2016			2018			2017			2018			2017
Balance at beginning of period	$	51		$	29		$	16		$	7		$	7		$	9		$	27		$	16
Purchases, sales, issuances and settlements:
Purchases	—			—			52			29			49			52			49			52
Settlements	(11		)	(7		)	(27		)	(18		)	(14		)	(9		)	(28		)	(16		)
Total (losses) gains included on the Condensed Consolidated Balance Sheet	(12		)	(2		)	(13		)	2
Total gains (losses) included on the Condensed Consolidated Balance Sheet													2			(1		)	(4		)	(1		)
Balance at end of period	$	28		$	20		$	28		$	20		$	44		$	51		$	44		$	51

PIEDMONT

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


	September 30, 2017								December 31, 2016								June 30, 2018
(in millions)	Total Fair Value			Level 1		Level 3			Total Fair Value			Level 1		Level 3			Total Fair Value			Level 1		Level 3
Other trading equity securities	$	1		$	1	$	—		$	4		$	4	$	—
Other trading debt securities	—			—		—			1			1		—
Derivative assets	2			2		—			3			3		—			$	2		$	2	$	—
Total assets	3			3		—			8			8		—
Derivative liabilities	(123		)	—		(123		)	(187		)	—		(187		)	(150		)	—		(150		)
Net (liabilities) assets	$	(120	)	$	3	$	(123	)	$	(179	)	$	8	$	(187	)	$	(148	)	$	2	$	(150	)

~~The following table provides a reconciliation 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) 2017
2016
2017
2016
Balance at beginning of period $ (145 ) $ (190 ) $ (187 ) $ (149 )
Total gains (losses) and settlements 22
(5 ) 64
(46 )
Balance at end of period $ (123 ) $ (195 ) $ (123 ) $ (195 )



	December 31, 2017
(in millions)	Total Fair Value			Level 1		Level 3
Other debt securities	$	1		$	1	$	—
Derivative assets	2			2		—
Total assets	3			3		—
Derivative liabilities	(142		)	—		(142		)
Net (liabilities) assets	$	(139	)	$	3	$	(142	)

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

The following table provides a reconciliation of beginning and ending balances of assets and liabilities measured at fair value using Level 3 measurements.



	Derivatives (net)
	Three Months Ended June 30,						Six Months Ended June 30,
(in millions)	2018			2017			2018			2017
Balance at beginning of period	$	(132	)	$	(145	)	$	(142	)	$	(187	)
Total (losses) gains and settlements	(18		)	—			(8		)	42
Balance at end of period	$	(150	)	$	(145	)	$	(150	)	$	(145	)

QUANTITATIVE INFORMATION ABOUT UNOBSERVABLE INPUTS

The following tables include quantitative information about the Duke Energy Registrants' derivatives classified as Level 3.


	September 30, 2017											June 30, 2018
	Fair Value											Fair Value
Investment Type	(in millions)			Valuation Technique	Unobservable Input	Range						(in millions)			Valuation Technique	Unobservable Input	Range
Duke Energy Ohio
Financial Transmission Rights (FTRs)	$	2		RTO auction pricing	FTR price – per megawatt-hour (MWh)	$	—		-	$	1.08	$	9		RTO auction pricing	FTR price – per megawatt-hour (MWh)	$	0.67		-	$	3.32
Duke Energy Indiana
FTRs	28			RTO auction pricing	FTR price – per MWh	(0.82		)	-	6.19		44			RTO auction pricing	FTR price – per MWh	(2.31		)	-	11.01
Piedmont
Natural gas contracts	(123		)	Discounted cash flow	Forward natural gas curves – price per million British thermal unit (MMBtu)	2.12			-	3.36		(150		)	Discounted cash flow	Forward natural gas curves – price per million British thermal unit (MMBtu)	1.88			-	3.42
Duke Energy
Total Level 3 derivatives	$	(93	)									$	(97	)


	December 31, 2016											December 31, 2017
	Fair Value											Fair Value
Investment Type	(in millions)			Valuation Technique	Unobservable Input	Range						(in millions)			Valuation Technique	Unobservable Input	Range
Duke Energy Ohio
FTRs	$	5		RTO auction pricing	FTR price – per MWh	$	0.77		-	$	3.52	$	1		RTO auction pricing	FTR price – per MWh	$	0.07		-	$	1.41
Duke Energy Indiana
FTRs	16			RTO auction pricing	FTR price – per MWh	(0.83		)	-	9.32		27			RTO auction pricing	FTR price – per MWh	(0.77		)	-	7.44
Piedmont
Natural gas contracts	(187		)	Discounted cash flow	Forward natural gas curves – price per MMBtu	2.31			-	4.18		(142		)	Discounted cash flow	Forward natural gas curves – price per MMBtu	2.10			-	2.88
Duke Energy
Total Level 3 derivatives	$	(166	)									$	(114	)

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

OTHER FAIR VALUE DISCLOSURES

The fair value and book value of long-term debt, including current maturities, is summarized in the following table. Estimates determined are not necessarily indicative of amounts that could have been settled in current markets. Fair value of long-term debt uses Level 2 measurements.


	September 30, 2017				December 31, 2016				June 30, 2018				December 31, 2017
(in millions)	Book Value		Fair Value		Book Value		Fair Value		Book Value		Fair Value		Book Value		Fair Value
Duke Energy(a)	$	51,414	$	53,985	$	47,895	$	49,161	$	52,715	$	52,676	$	52,279	$	55,331
Duke Energy Carolinas	9,525		10,653		9,603		10,494		10,394		11,028		10,103		11,372
Progress Energy	17,637		19,615		17,541		19,107		18,194		19,357		17,837		20,000
Duke Energy Progress	7,557		8,075		7,011		7,357		7,358		7,527		7,357		7,992
Duke Energy Florida	6,696		7,475		6,125		6,728		7,452		7,945		7,095		7,953
Duke Energy Ohio	2,067		2,242		1,884		2,020		2,066		2,162		2,067		2,249
Duke Energy Indiana	3,785		4,407		3,786		4,260		3,782		4,223		3,783		4,464
Piedmont	2,036		2,193		1,821		1,933		2,037		2,087		2,037		2,209


(a)	Book value of long-term debt includes $1.7 billion as of June 30, 2018, and December 31, 2017, of unamortized debt discount and premium, net in purchase accounting adjustments related to the mergers with Progress Energy and Piedmont that are excluded from fair value of long-term debt.

At both ~~September~~June 30, ~~2017,~~2018, and December 31, ~~2016,~~2017, fair value of cash and cash equivalents, accounts and notes receivable, accounts payable, notes payable and commercial paper, and nonrecourse notes payable of VIEs are not materially different from their carrying amounts because of the short-term nature of these instruments and/or because the stated rates approximate market rates.

~~13.~~12. VARIABLE INTEREST ENTITIES

A VIE is an entity that is evaluated for consolidation using more than a simple analysis of voting control. The analysis to determine whether an entity is a VIE considers contracts with an entity, credit support for an entity, the adequacy of the equity investment of an entity and the relationship of voting power to the amount of equity invested in an entity. This analysis is performed either upon the creation of a legal entity or upon the occurrence of an event requiring re-evaluation, such as a significant change in an entity’s assets or activities. A qualitative analysis of control determines the party that consolidates a VIE. This assessment is based on (i) what party has the power to direct the activities of the VIE that most significantly impact its economic performance and (ii) what party has rights to receive benefits or is obligated to absorb losses that could potentially be significant to the VIE. The analysis of the party that consolidates a VIE is a continual reassessment.

~~PART I~~

~~DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –~~

~~DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.~~

~~Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)~~

CONSOLIDATED VIEs

The obligations of the consolidated VIEs discussed in the following paragraphs are nonrecourse to the Duke Energy registrants. The registrants have no requirement to provide liquidity to, purchase assets of or guarantee performance of these VIEs unless noted in the following paragraphs.

No financial support was provided to any of the consolidated VIEs during the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, and the year ended December 31, ~~2016,~~2017, or is expected to be provided in the future, that was not previously contractually required.

Receivables Financing – DERF / DEPR / DEFR

Duke Energy Receivables Finance Company, LLC (DERF), Duke Energy Progress Receivables, LLC (DEPR) and Duke Energy Florida Receivables, LLC (DEFR) are bankruptcy remote, special purpose subsidiaries of Duke Energy Carolinas, Duke Energy Progress and Duke Energy Florida, respectively. DERF, DEPR and DEFR are wholly owned limited liability companies with separate legal existence from their parent companies, and their assets are not generally available to creditors of their parent companies. On a revolving basis, DERF, DEPR and DEFR buy certain accounts receivable arising from the sale of electricity and related services from their parent companies.

DERF, DEPR and DEFR borrow amounts under credit facilities to buy these receivables. Borrowing availability from the credit facilities is limited to the amount of qualified receivables purchased. The sole source of funds to satisfy the related debt obligations is cash collections from the receivables. Amounts borrowed under the credit facilities are reflected on the Condensed Consolidated Balance Sheets as Long-Term Debt.

The most significant activity that impacts the economic performance of DERF, DEPR and DEFR are the decisions made to manage delinquent receivables. Duke Energy Carolinas, Duke Energy Progress and Duke Energy Florida consolidate DERF, DEPR and DEFR, respectively, as they make those decisions.

Receivables Financing – CRC

CRC is a bankruptcy remote, special purpose entity indirectly owned by Duke Energy. On a revolving basis, CRC buys certain accounts receivable arising from the sale of electricity, natural gas and related services from Duke Energy Ohio and Duke Energy Indiana. CRC borrows amounts under a credit facility to buy the receivables from Duke Energy Ohio and Duke Energy Indiana. Borrowing availability from the credit facility is limited to the amount of qualified receivables sold to CRC. The sole source of funds to satisfy the related debt obligation is cash collections from the receivables. Amounts borrowed under the credit facility are reflected on Duke Energy's Condensed Consolidated Balance Sheets as Long-Term Debt.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

The proceeds Duke Energy Ohio and Duke Energy Indiana receive from the sale of receivables to CRC are typically 75 percent cash and 25 percent in the form of a subordinated note from CRC. The subordinated note is a retained interest in the receivables sold. Depending on collection experience, additional equity infusions to CRC may be required by Duke Energy to maintain a minimum equity balance of $3 million.

CRC is considered a VIE because (i) equity capitalization is insufficient to support its operations, (ii) power to direct the activities that most significantly impact the economic performance of the entity are not performed by the equity holder and (iii) deficiencies in net worth of CRC are funded by Duke Energy. The most significant activities that impact the economic performance of CRC are decisions made to manage delinquent receivables. Duke Energy consolidates CRC as it makes these decisions. Neither Duke Energy Ohio nor Duke Energy Indiana consolidate CRC.

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		Duke Energy				Duke Energy		Duke Energy		Duke Energy
			Carolinas		Progress		Florida				Carolinas		Progress		Florida
(in millions)	CRC		DERF		DEPR		DEFR		CRC		DERF		DEPR		DEFR
Expiration date	December 2018		December 2018		February 2019		April 2019		December 2020		December 2020		February 2021		April 2021
Credit facility amount	$	325	$	425	$	300	$	225	$	325	$	450	$	300	$	225
Amounts borrowed at September 30, 2017	325		425		300		225
Amounts borrowed at December 31, 2016	325		425		300		225
Amounts borrowed at June 30, 2018									325		450		300		225
Amounts borrowed at December 31, 2017									325		450		300		225
Restricted Receivables at June 30, 2018									498		704		568		394
Restricted Receivables at December 31, 2017									545		640		459		317

Nuclear Asset-Recovery Bonds – DEFPF

Duke Energy Florida Project Finance, LLC (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 ~~$1,294 million of~~ 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.

~~PART I~~

~~DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –~~

~~DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.~~

~~Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)~~

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


(in millions)	September 30, 2017		December 31, 2016		June 30, 2018		December 31, 2017
Receivables of VIEs	$	6	$	6	$	7	$	4
Current Assets: Regulatory assets	51		50
Regulatory Assets: Current					51		51
Current Assets: Other	20		53		31		40
Other Noncurrent Assets: Regulatory assets	1,101		1,142		1,071		1,091
Current Liabilities: Other	3		17		10		10
Current maturities of long-term debt	53		62		53		53
Long-Term Debt	1,164		1,217		1,136		1,164

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. The activities that most significantly impact the economic performance of these renewable energy facilities were decisions associated with siting, negotiating PPAs, engineering, procurement and construction and decisions associated with ongoing operations and maintenance-related activities. Duke Energy 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 VIEs.~~

(in millions) September 30, 2017
December 31, 2016
Current Assets: Other $ 399
$ 223
Property, plant and equipment, cost 3,923
3,419
Accumulated depreciation and amortization (556 ) (453 )
Current maturities of long-term debt 162
198
Long-Term Debt 1,780
1,097
Deferred income taxes 223
275
Other Noncurrent Liabilities: Other 247
252

~~NON-CONSOLIDATED VIEs~~

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

September 30, 2017
Duke Energy Duke
Duke
Pipeline
Commercial
Other
Energy
Energy
(in millions) Investments
Renewables

VIEs^(a)

Total
Ohio
Indiana
Receivables from affiliated companies $ —
$ —
$ —
$ —
$ 46
$ 75
Investments in equity method unconsolidated affiliates 895
172
39
1,106
—
—
Other noncurrent assets 18
—
—
18
—
—
Total assets $ 913
$ 172
$ 39
$ 1,124
$ 46
$ 75
Other current liabilities —
—
3
3
—
—
Deferred income taxes 29
—
—
29
—
—
Other noncurrent liabilities —
—
12
12
—
—
Total liabilities $ 29
$ —
$ 15
$ 44
$ —
$ —
Net assets $ 884
$ 172
$ 24
$ 1,080
$ 46
$ 75

~~(a)~~

Duke Energy holds a 50 percent equity interest in Duke-American Transmission Company, LLC (DATC). As of December 31, 2016, DATC was considered a VIE due to having insufficient equity to finance its own activities without subordinated financial support. However, DATC has sufficient equity to finance its own activities as of September 30, 2017, and, therefore, is no longer considered a VIE. Duke Energy's investment in DATC was $45 million at September 30, 2017.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

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

December 31, 2016
Duke Energy Duke
Duke

Pipeline
Commercial
Other
Energy
Energy

(in millions) Investments
Renewables
VIEs
Total
Ohio
Indiana

Piedmont^(a)

Receivables from affiliated companies $ —
$ —
$ —
$ —
$ 82
$ 101
$ —
Investments in equity method unconsolidated affiliates 487
174
90
751
—
—
139
Other noncurrent assets 12
—
—
12
—
—
—
Total assets $ 499
$ 174
$ 90
$ 763
$ 82
$ 101
$ 139
Other current liabilities —
—
3
3
—
—
—
Other noncurrent liabilities —
—
13
13
—
—
4
Total liabilities $ —
$ —
$ 16
$ 16
$ —
$ —
4
Net assets $ 499
$ 174
$ 74
$ 747
$ 82
$ 101
$ 135



(in millions)	June 30, 2018			December 31, 2017
Current Assets: Other	$	168		$	174
Property, plant and equipment, cost	4,017			3,923
Accumulated depreciation and amortization	(661		)	(591		)
Other Noncurrent Assets: Other	256			50
Current maturities of long-term debt	175			170
Long-Term Debt	1,605			1,700
Other Noncurrent Liabilities: Deferred income taxes	—			(148		)
Other Noncurrent Liabilities: Other	228			241

NON-CONSOLIDATED VIEs

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



	June 30, 2018
	Duke Energy								Duke		Duke
	Pipeline		Commercial		Other				Energy		Energy
(in millions)	Investments^(a)		Renewables		VIEs		Total		Ohio		Indiana
Receivables from affiliated companies	$	—	$	—	$	—	$	—	$	58	$	87
Investments in equity method unconsolidated affiliates	566		192		45		803		—		—
Total assets	$	566	$	192	$	45	$	803	$	58	$	87
Taxes accrued	1		—		—		1		—		—
Other current liabilities	—		—		4		4		—		—
Deferred income taxes	10		—		—		10		—		—
Other noncurrent liabilities	—		—		11		11		—		—
Total liabilities	$	11	$	—	$	15	$	26	$	—	$	—
Net assets	$	555	$	192	$	30	$	777	$	58	$	87


(a)	~~In April 2017, Piedmont transferred its non-consolidated VIE investments to a wholly owned subsidiary of Duke Energy.~~ See ~~"Pipeline Investments" section~~Pipeline Investments table below for ~~additional detail.~~further details regarding Investments in equity method unconsolidated affiliates.



	December 31, 2017
	Duke Energy										Duke		Duke
	Pipeline			Commercial		Other					Energy		Energy
(in millions)	Investments			Renewables		VIEs		Total			Ohio		Indiana
Receivables from affiliated companies	$	—		$	—	$	—	$	—		$	87	$	106
Investments in equity method unconsolidated affiliates	697			180		42		919			—		—
Other noncurrent assets	17			—		—		17			—		—
Total assets	$	714		$	180	$	42	$	936		$	87	$	106
Taxes accrued	(29		)	—		—		(29		)	—		—
Other current liabilities	—			—		4		4			—		—
Deferred income taxes	42			—		—		42			—		—
Other noncurrent liabilities	—			—		12		12			—		—
Total liabilities	$	13		$	—	$	16	$	29		$	—	$	—
Net assets	$	701		$	180	$	26	$	907		$	87	$	106

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 with OVEC, which is discussed below, and various guarantees, some of which are reflected in the table above as Other noncurrent liabilities. For more information on various guarantees, refer to Note 54.

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.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

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


			VIE Investment Amount (in millions)						VIE Investment Amount (in millions)
	Ownership		September 30,		December 31,		Ownership		June 30,		December 31,
Entity Name	Interest		2017		2016		Interest		2018		2017
ACP	47	%	$	595	$	265	47	%	$	541	$	397
Sabal Trail(a)	7.5	%	218		140		7.5	%	—		219
Constitution(b)	24	%	82		82		24	%	25		81
Total			$	895	$	487			$	566	$	697

At December 31, 2016, Piedmont had a 7 percent ownership interest in ACP and a 24 percent ownership interest in Constitution. In April 2017, Piedmont transferred its ownership interests in ACP and Constitution to a wholly owned subsidiary of Duke Energy at book value.

(a)

At December 31, 2017, Sabal Trail was considered a VIE due to having insufficient equity to finance their own activities without subordinated financial support. However, Sabal Trail is now a fully operational, well capitalized entity. As a result, Sabal Trail has sufficient equity to finance its own activities, and therefore, is no longer considered a VIE. Duke Energy's investment in Sabal Trail was $110 million at June 30, 2018.


(b)	During the six months ended June 30, 2018, Duke Energy recorded an OTTI of $55 million related to Constitution within Equity in (losses) earnings of unconsolidated affiliates on Duke Energy's Condensed Consolidated Statements of Income. See Note 3 for additional information.

In ~~October~~ 2017, ACP executed a $3.4 billion revolving credit facility with a stated maturity date of October 2021. Duke Energy entered into a 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 ~~limited to~~$412 million, which represents 47 percent of the outstanding borrowings under the credit ~~facility. Through October 2017, ACP has borrowed $570 million against the revolving credit facility.~~facility as of June 30, 2018.

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.

Other VIEs

Duke Energy holds a 50 percent equity interest in Pioneer Transmission, LLC (Pioneer). Pioneer is considered a VIE due to having insufficient equity to finance its own activities without subordinated financial support. The 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 is jointly and equally shared by Duke Energy and the other joint venture partner, American Electric Power; therefore, Duke Energy does not consolidate Pioneer.

~~PART I~~

~~DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –~~

~~DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.~~

~~Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)~~

OVEC

Duke Energy Ohio’s 9 percent ownership interest in OVEC is considered a non-consolidated VIE due to OVEC having insufficient equity to finance its activities without subordinated financial support. As a counterparty to an inter-company power agreement (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, including~~business. On March 31, 2018, FirstEnergy Solutions (FES), a subsidiary of FirstEnergy and an ICPA counterparty with a power participation ratio of 4.85 percent, filed for Chapter 11 bankruptcy which could increase costs ~~associated with its 2,256 MW of coal-fired generation capacity. Deterioration in the credit quality or bankruptcy of one or more parties~~allocated to the ~~ICPA could increase~~counterparties. Duke Energy Ohio cannot predict the ~~costs~~impact of ~~OVEC.~~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. Carrying values of retained interests are determined by allocating carrying value of the receivables between assets sold and interests retained based on relative fair value. The allocated bases of the subordinated notes are not materially different than their face value because (i) the receivables generally turn over in less than two months, (ii) credit losses are reasonably predictable due to the broad customer base and lack of significant concentration and (iii) the equity in CRC is subordinate to all retained interests and thus would absorb losses first. The hypothetical effect on fair value of the retained interests assuming both a 10 percent and a 20 percent unfavorable variation in credit losses or discount rates is not material due to the short turnover of receivables and historically low credit loss history. Interest accrues to Duke Energy Ohio and Duke Energy Indiana on the retained interests using the acceptable yield method. This method generally approximates the stated rate on the notes since the allocated basis and the face value are nearly equivalent. An impairment charge is recorded against the carrying value of both retained interests and purchased beneficial interest whenever it is determined that an OTTI has occurred.

~~Key assumptions used in estimating fair value are detailed in the following table.~~

Duke Energy Ohio Duke Energy Indiana
2017
2016
2017
2016
Anticipated credit loss ratio 0.5 % 0.5 % 0.3 % 0.3 %
Discount rate 2.0 % 1.5 % 2.0 % 1.5 %
Receivable turnover rate 13.4 % 13.3 % 10.7 % 10.6 %

~~The following table shows the gross and net receivables sold.~~

Duke Energy Ohio Duke Energy Indiana
(in millions) September 30, 2017
December 31, 2016
September 30, 2017
December 31, 2016
Receivables sold $ 209
$ 267
$ 304
$ 306
Less: Retained interests 46
82
75
101
Net receivables sold $ 163
$ 185
$ 229
$ 205

~~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) 2017
2016
2017
2016
2017
2016
2017
2016
Sales
Receivables sold $ 438
$ 481
$ 1,392
$ 1,442
$ 720
$ 722
$ 2,047
$ 1,980
Loss recognized on sale 2
2
7
7
3
3
9
8
Cash flows
Cash proceeds from receivables sold $ 434
$ 468
$ 1,421
$ 1,432
$ 713
$ 703
$ 2,064
$ 1,958
Collection fees received 1
1
1
1
—
—
1
1
Return received on retained interests —
1
2
2
2
2
5
4

~~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.~~

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

Key assumptions used in estimating fair value are detailed in the following table.



	Duke Energy Ohio				Duke Energy Indiana
	2018		2017		2018		2017
Anticipated credit loss ratio	0.5	%	0.5	%	0.3	%	0.3	%
Discount rate	2.8	%	2.1	%	2.8	%	2.1	%
Receivable turnover rate	13.6	%	13.5	%	10.8	%	10.7	%

The following table shows the gross and net receivables sold.



	Duke Energy Ohio				Duke Energy Indiana
(in millions)	June 30, 2018		December 31, 2017		June 30, 2018		December 31, 2017
Receivables sold	$	227	$	273	$	312	$	312
Less: Retained interests	58		87		87		106
Net receivables sold	$	169	$	186	$	225	$	206

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



	Duke Energy Ohio								Duke Energy Indiana
	Three Months Ended				Six Months Ended				Three Months Ended				Six Months Ended
	June 30,				June 30,				June 30,				June 30,
(in millions)	2018		2017		2018		2017		2018		2017		2018		2017
Sales
Receivables sold	$	461	$	421	$	1,028	$	954	$	692	$	663	$	1,386	$	1,327
Loss recognized on sale	3		3		6		5		4		3		7		6
Cash flows
Cash proceeds from receivables sold	$	465	$	428	$	1,050	$	987	$	686	$	658	$	1,397	$	1,351
Collection fees received	1		—		1		—		1		1		1		1
Return received on retained interests	1		1		3		2		2		1		4		3

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.

Collection fees received in connection with servicing transferred accounts receivable are included in Operation, maintenance and other on Duke Energy Ohio’s and Duke Energy Indiana’s Condensed Consolidated Statements of Operations and Comprehensive Income. The loss recognized on sales of receivables is calculated monthly by multiplying receivables sold during the month by the required discount. The required discount is derived monthly utilizing a three-year weighted average formula that considers charge-off history, late charge history and turnover history on the sold receivables, as well as a component for the time value of money. The discount rate, or component for the time value of money, is the prior month-end LIBOR plus a fixed rate of 1.00 percent.

13. REVENUE

As described in Note 1, Duke Energy adopted Revenue from Contracts with Customers effective January 1, 2018, using the modified retrospective method of adoption, which does not require restatement of prior year reported results. No cumulative effect adjustment was recorded as the vast majority of Duke Energy’s revenues are at-will and without a defined contractual term. Additionally, comparative disclosures for 2018 operating results with the previous revenue recognition rules are not applicable as Duke Energy’s revenue recognition has not materially changed as a result of the new standard.

Duke Energy recognizes revenue consistent with amounts billed under tariff offerings or at contractually agreed upon rates based on actual physical delivery of electric or natural gas service, including estimated volumes delivered when billings have not yet occurred. As such, the majority of Duke Energy’s revenues have fixed pricing based on the contractual terms of the published tariffs, with variability in expected cash flows attributable to the customer’s volumetric demand and ultimate quantities of energy or natural gas supplied and used during the billing period. The stand-alone selling price of related sales are designed to support recovery of prudently incurred costs and an appropriate return on invested assets and are primarily governed by published tariff rates or contractual agreements approved by relevant regulatory bodies. As described in Note 1, certain excise taxes and franchise fees levied by state or local governments are required to be paid even if not collected from the customer. These taxes are recognized on a gross basis as part of revenues. Duke Energy elects to account for all other taxes net of revenues.

Performance obligations are satisfied over time as energy or natural gas is delivered and consumed with billings generally occurring monthly and related payments due within 30 days, depending on regulatory requirements. In no event does the timing between payment and delivery of the goods and services exceed one year. Using this output method for revenue recognition provides a faithful depiction of the transfer of electric and natural gas service as customers obtain control of the commodity and benefit from its use at delivery. Additionally, Duke Energy has an enforceable right to consideration for energy or natural gas delivered at any discrete point in time, and will recognize revenue at an amount that reflects the consideration to which Duke Energy is entitled for the energy or natural gas delivered.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

As described above, the majority of Duke Energy’s tariff revenues are at-will and, as such, related contracts with customers have an expected duration of one year or less and will not have future performance obligations for disclosure. Additionally, other long-term revenue streams, including wholesale contracts, generally provide services that are part of a single performance obligation, the delivery of electricity or natural gas. As such, other than material fixed consideration under long-term contracts, related disclosures for future performance obligations are also not applicable.

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.

Retail electric service is generally marketed throughout Duke Energy's electric service territory through standard service offers. The standard service offers are through tariffs determined by regulators in Duke Energy's regulated service territory. Each tariff, which is assigned to customers based on customer class, has multiple components such as an energy charge, a demand charge, a basic facilities charge and applicable riders. Duke Energy considers each of these components to be aggregated into a single performance obligation for providing electric service, or in the case of distribution only customers in Duke Energy Ohio, for delivering electricity. Electricity is considered a single performance obligation satisfied over time consistent with the series guidance and is provided and consumed over the billing period (generally one month). Retail electric service is typically provided to at-will customers that can cancel service at any time, without a substantive penalty. Additionally, Duke Energy adheres to applicable regulatory requirements in each jurisdiction to ensure the collectability of amounts billed and appropriate mitigating procedures are followed when necessary. As such, revenue from contracts with customers for such contracts is equivalent to the electricity supplied and billed in that period (including unbilled estimates).

Wholesale electric service is generally provided under long-term contracts using cost-based pricing. FERC regulates costs that may be recovered from customers and the amount of return companies are permitted to earn. Wholesale contracts include both energy and demand charges. For full requirements contracts, Duke Energy considers both charges as a single performance obligation for providing integrated electric service. For contracts where energy and demand charges are considered separate performance obligations, energy and demand are each a distinct performance obligation under the series guidance and are satisfied as energy is delivered and stand-ready service is provided on a monthly basis. This service represents consumption over the billing period and revenue is recognized consistent with billings and unbilled estimates, which generally occur monthly. Contractual amounts owed are typically trued up annually based upon incurred costs in accordance with FERC published filings and the specific customer’s actual peak demand. Estimates of variable consideration related to potential additional billings or refunds owed are updated quarterly.

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)	2018		2019		2020		2021		2022		Thereafter		Total
Progress Energy	$	47	$	112	$	121	$	80	$	82	$	81	$	523
Duke Energy Progress	4		9		9		9		9		18		58
Duke Energy Florida	43		103		112		71		73		63		465
Duke Energy Indiana	4		9		10		5		—		—		28

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 revenue 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.

Retail natural gas service is marketed throughout Duke Energy's natural gas service territory using published tariff rates. The tariff rates are established by regulators in Duke Energy's service territories. Each tariff, which is assigned to customers based on customer class, have multiple components, such as a commodity charge, demand charge, customer or monthly charge and transportation costs. Duke Energy considers each of these components to be aggregated into a single performance obligation for providing natural gas service. For contracts where Duke Energy provides all of the customer’s natural gas needs, the delivery of natural gas is considered a single performance obligation satisfied over time, and revenue is recognized monthly based on billings and unbilled estimates as service is provided and the commodity is consumed over the billing period. Additionally, natural gas service is typically at-will and customers can cancel service at any time, without a substantive penalty. Duke Energy also adheres to applicable regulatory requirements to ensure the collectability of amounts billed and receivable and appropriate mitigating procedures are followed when necessary.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

Certain long-term individually negotiated contracts exist to provide natural gas service. These contracts are regulated and approved by state commissions. The negotiated contracts have multiple components, including a natural gas and a demand charge, similar to retail natural gas contracts. Duke Energy considers each of these components to be a single performance obligation for providing natural gas service. This service represents consumption over the billing period, generally one month.

Fixed capacity payments under long-term contracts for the Gas 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)	2018		2019		2020		2021		2022		Thereafter		Total
Piedmont	$	36	$	71	$	69	$	65	$	64	$	462	$	767

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 Renewable Energy Credits (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.

The delivery of electricity is a performance obligation satisfied over time and represents generation and consumption of the electricity over the billing period, generally one month. The delivery of RECs is a performance obligation satisfied at a point in time and represents delivery of each REC generated by the wind or solar facility. The majority of self-generated RECs are bundled with energy in Duke Energy’s contracts and, as such, related revenues are recognized as energy is generated and delivered as that pattern is consistent with Duke Energy’s performance. Commercial Renewables recognizes revenue based on the energy generated and billed for the period, generally one month, at contractual rates (including unbilled estimates) according to the invoice practical expedient. Amounts are typically due within 30 days of invoice.

Other

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

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

Disaggregated Revenues

For the Electric and Gas segments, revenue by customer class is most meaningful to Duke Energy as each respective customer class collectively represents unique customer expectations of service, generally has different energy and demand requirements, and operates under tailored, regulatory approved pricing structures. Additionally, each customer class is impacted differently by weather and a variety of economic factors including the level of population growth, economic investment, employment levels, and regulatory activities in each of Duke Energy’s jurisdictions. As such, analyzing revenues disaggregated by customer class allows Duke Energy to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. For the Commercial Renewables segment, the majority of revenues from contracts with customers are from selling all of the unit-contingent output at contractually defined pricing under long-term PPAs with consistent expectations regarding the timing and certainty of cash flows. Disaggregated revenues are presented as follows:



	Three Months Ended June 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	$	2,185	$	659	$	1,099	$	452	$	648	$	181		$	245	$	—
General	1,481		501		678		300		377		110			188		—
Industrial	736		286		224		159		66		33			192		—
Wholesale	515		115		322		287		34		2			77		—
Other revenues	194		85		96		47		50		23			20		—
Total Electric Utilities and Infrastructure revenue from contracts with customers	$	5,111	$	1,646	$	2,419	$	1,245	$	1,175	$	349		$	722	$	—

Gas Utilities and Infrastructure
Residential	$	153	$	—	$	—	$	—	$	—	$	66		$	—	$	87
Commercial	87		—		—		—		—		28			—		59
Industrial	31		—		—		—		—		3			—		28
Power Generation	—		—		—		—		—		—			—		14
Other revenues	23		—		—		—		—		6			—		17
Total Gas Utilities and Infrastructure revenue from contracts with customers	$	294	$	—	$	—	$	—	$	—	$	103		$	—	$	205

Commercial Renewables
Revenue from contracts with customers	$	47	$	—	$	—	$	—	$	—	$	—		$	—	$	—

Other
Revenue from contracts with customers	$	15	$	—	$	—	$	—	$	—	$	10		$	—	$	—

Total revenue from contracts with customers	$	5,467	$	1,646	$	2,419	$	1,245	$	1,175	$	462		$	722	$	205

Other revenue sources ^(a)	$	176	$	26	$	79	$	46	$	28	$	(3	)	$	16	$	10
Total revenues	$	5,643	$	1,672	$	2,498	$	1,291	$	1,203	$	459		$	738	$	215

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)



	Six Months Ended June 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	$	4,535	$	1,440	$	2,211	$	968	$	1,243	$	361	$	523	$	—
General	2,856		973		1,309		599		710		206		366		—
Industrial	1,400		541		432		304		128		63		365		—
Wholesale	1,148		234		768		684		84		2		145		—
Other revenues	333		152		225		132		93		37		37		—
Total Electric Utilities and Infrastructure revenue from contracts with customers	$	10,272	$	3,340	$	4,945	$	2,687	$	2,258	$	669	$	1,436	$	—

Gas Utilities and Infrastructure
Residential	$	566	$	—	$	—	$	—	$	—	$	177	$	—	$	389
Commercial	288		—		—		—		—		77		—		211
Industrial	79		—		—		—		—		10		—		69
Power Generation	—		—		—		—		—		—		—		27
Other revenues	78		—		—		—		—		12		—		66
Total Gas Utilities and Infrastructure revenue from contracts with customers	$	1,011	$	—	$	—	$	—	$	—	$	276	$	—	$	762

Commercial Renewables
Revenue from contracts with customers	$	80	$	—	$	—	$	—	$	—	$	—	$	—	$	—

Other
Revenue from contracts with customers	$	31	$	—	$	—	$	—	$	—	$	24	$	—	$	—

Total Revenue from contracts with customers	$	11,394	$	3,340	$	4,945	$	2,687	$	2,258	$	969	$	1,436	$	762

Other revenue sources^(a)	$	384	$	95	$	129	$	64	$	60	$	14	$	33	$	6
Total revenues	$	11,778	$	3,435	$	5,074	$	2,751	$	2,318	$	983	$	1,469	$	768


(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.

IMPACT OF WEATHER AND THE TIMING OF BILLING PERIODS

Revenues and costs are influenced by seasonal weather patterns. Peak sales of electricity occur during the summer and winter months, which results in higher revenue and cash flows during these periods. By contrast, lower sales of electricity occur during the spring and fall, allowing for scheduled plant maintenance. Residential and general service customers are more impacted by weather than industrial customers. Estimated weather impacts are based on actual current period weather compared to normal weather conditions. Normal weather conditions are defined as the long-term average of actual historical weather conditions. Heating-degree days measure the variation in weather based on the extent the average daily temperature falls below a base temperature. Cooling-degree days measure the variation in weather based on the extent the average daily temperature rises above the base temperature. Each degree of temperature below the base temperature counts as one heating-degree day and each degree of temperature above the base temperature counts as one cooling-degree day.

The estimated impact of weather on earnings for Electric Utilities and Infrastructure is based on the temperature variances from a normal condition and customers' historic usage patterns. The methodology used to estimate the impact of weather does not consider all variables that may impact customer response to weather conditions, such as humidity in the summer or wind chill in the winter. The precision of this estimate may also be impacted by applying long-term weather trends to shorter-term periods.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

Gas Utilities and Infrastructure's costs and revenues are influenced by seasonal patterns due to peak natural gas sales occurring during the winter months as a result of space heating requirements. Residential customers are the most impacted by weather. There are certain regulatory mechanisms for the North Carolina, South Carolina, Tennessee and Ohio service territories that normalize the margins collected from certain customer classes during the winter. In North Carolina, rate design provides protection from both weather and other usage variations such as conservation, while South Carolina and Tennessee revenues are adjusted solely based on weather. Ohio primarily employs a fixed charge each month regardless of the season and usage.

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)	June 30, 2018		December 31, 2017
Duke Energy	$	876	$	944
Duke Energy Carolinas	315		342
Progress Energy	298		228
Duke Energy Progress	190		143
Duke Energy Florida	107		85
Duke Energy Ohio	2		4
Duke Energy Indiana	30		21
Piedmont	5		86

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 accounts 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 12 for further information. These receivables for unbilled revenues are shown in the table below.



(in millions)	June 30, 2018		December 31, 2017
Duke Energy Ohio	$	73	$	104
Duke Energy Indiana	123		132

14. COMMON STOCK

Basic Earnings Per Share (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.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

The following table presents Duke Energy’s basic and diluted EPS calculations and reconciles the weighted average number of common shares outstanding to the diluted weighted average number of common shares outstanding.


	Three Months Ended September 30,				Nine Months Ended September 30,				Three Months Ended June 30,				Six Months Ended June 30,
(in millions, except per-share amounts)	2017		2016		2017		2016		2018		2017		2018		2017
Income from continuing operations attributable to Duke Energy common stockholders excluding impact of participating securities	$	954	$	998	$	2,356	$	2,194	$	504	$	687	$	1,123	$	1,402
Weighted average shares outstanding – basic	700		689		700		689		703		700		702		700
Equity Forwards	—		2		—		1		1		—		—		—
Weighted average shares outstanding – diluted	700		691		700		690		704		700		702		700
Earnings per share from continuing operations attributable to Duke Energy common stockholders
Basic	$	1.36	$	1.44	$	3.37	$	3.19	$	0.72	$	0.98	$	1.60	$	2.00
Diluted	$	1.36	$	1.44	$	3.37	$	3.18	$	0.72	$	0.98	$	1.60	$	2.00
Potentially dilutive items excluded from the calculation^(a)	2		2		2		2		2		2		2		2
Dividends declared per common share	$	0.89	$	0.855	$	2.60	$	2.505	$	0.89	$	0.855	$	1.78	$	1.71


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

Equity Forwards

On February 20, 2018, Duke Energy filed a prospectus supplement and executed an Equity Distribution Agreement (the EDA) under which it may sell up to $1 billion of its common stock through an at-the-market (ATM) offering program, including an equity forward sales component. The EDA was entered into with Wells Fargo Securities, LLC, Citigroup Global Markets Inc., and J.P. Morgan Securities LLC (the Agents). Under the terms of the EDA, Duke Energy may issue and sell, through any of the Agents, shares of common stock through September 23, 2019. In ~~March 2016,~~June 2018, Duke Energy marketed ~~an equity offering of 10.6~~two separate tranches, each for 1.3 million shares, of common stock. ~~In lieu~~The first tranche was marketed with Wells Fargo Bank at an initial forward price of ~~issuing equity~~$72.02 per share and the second tranche was marketed with Citibank at ~~the time~~an initial forward price of ~~the offering, Duke Energy entered into~~$78.71 per share through equity forward ~~sale agreements with Barclays (the Equity Forwards).~~transactions under the ATM program. The Equity Forwards ~~required~~require Duke Energy to either physically settle the transactions by issuing ~~10.6~~2.6 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. AsThe settlement alternative is at Duke Energy's election.

Separately, in March 2018, Duke Energy marketed an equity offering of ~~September~~21.3 million shares of common stock through an Underwriting Agreement with Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, Barclays Capital Inc. and Goldman Sachs & Co. LLC, as representatives of several underwriters, Credit Suisse Capital LLC and J.P. Morgan Securities LLC as Forward Sellers, and Credit Suisse Capital LLC and JPMorgan Chase National Bank Associate, acting as forward purchasers. In connection with the offering, Duke Energy entered into equity forward sale agreements with Credit Suisse Securities (USA) LLC as Agent for Credit Suisse Capital LLC and J.P. Morgan Chase Bank, National Association. The sale price was $75 per share less certain net adjustments for an initial forward price of $74.07 per share. The Equity Forwards require 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. The settlement alternative is at Duke Energy's election. 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.

For contracts that have not been settled, no amounts have or will be recorded in Duke Energy's Condensed Consolidated Financial Statements with respect to the equity or ATM offerings until settlements of the Equity Forwards occur, which is expected by December 31, 2018. If Duke Energy had elected to net share settle these contracts as of June 30, ~~2016,~~2018, Duke Energy would have been required to deliver 0.9 million shares. 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 agreement. Until settlement of the Equity Forwards, earnings per share dilution resulting from the agreements, ~~was~~if any, will be determined under the treasury stock method.

Share dilution occurs when the average market price of Duke ~~Energy physically settled~~Energy's stock is higher than the ~~Equity Forwards in full in October 2016 following the close of the Piedmont acquisition. See Note 2 for additional information related to the Piedmont acquisition.~~average forward sales price.

15. STOCK-BASED COMPENSATION

For employee awards, equity classified stock-based compensation cost is measured at the service inception date or the grant date, based on the estimated achievement of certain performance metrics or the fair value of the award, and is recognized as expense or capitalized as a component of property, plant and equipment over the requisite service period.

~~Pretax stock-based compensation costs, the tax benefit associated with stock-based compensation expense and stock-based compensation costs capitalized are included in the following table.~~

Three Months Ended Nine Months Ended
September 30, September 30,
(in millions) 2017
2016
2017
2016
Restricted stock unit awards $ 10
$ 8
$ 30
$ 25
Performance awards 7
4
20
14
Pretax stock-based compensation cost $ 17
$ 12
$ 50
$ 39
Tax benefit associated with stock-based compensation expense $ 6
$ 5
$ 18
$ 14
Stock-based compensation costs capitalized 1
—
2
2

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

~~Prior~~The following table presents information related to Duke Energy acquiring Piedmont, Piedmont had an incentive compensation plan for eligible officers and other participants. Piedmont's total pretax stock-based compensation costs were approximately $2 million and $5 million for the three and nine months ended September 30, 2016, respectively. The tax benefit associated with Piedmont's stock-based compensation expense for the three and nine months ended September 30, 2016, was immaterial.Energy's stock–based compensation.



	Three Months Ended				Six Months Ended
	June 30,				June 30,
(in millions)	2018		2017		2018		2017
Restricted stock unit awards	$	12	$	12	$	22	$	20
Performance awards	7		6		14		13
Pretax stock-based compensation cost	$	19	$	18	$	36	$	33
Stock-based compensation cost capitalized	$	1	$	—	$	2	$	1
Stock-based compensation expense	$	18	$	18	$	34	$	32
Tax benefit associated with stock-based compensation expense	$	4	$	7	$	8	$	12

16. EMPLOYEE BENEFIT PLANS

DEFINED BENEFIT RETIREMENT PLANS

Duke Energy maintains, 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~~presents contributions made by the Duke Energy ~~Registrants' contributions~~Registrants to ~~its U.S.~~their qualified defined benefit pension ~~plans.~~plans during the six months ended June 30, 2018.

Duke

Duke
Energy

(in millions) Energy
Ohio
Piedmont
Anticipated 2017 contributions $ 19
$ 4
$ 11
Contributions made during the nine months ended September 30, 2017 8
4
—
Remaining estimated contributions to be made in 2017 $ 11
$ —
$ 11



			Duke				Duke		Duke		Duke
	Duke		Energy		Progress		Energy		Energy		Energy
(in millions)	Energy		Carolinas		Energy		Progress		Florida		Indiana
Contributions	$	141	$	46	$	45	$	25	$	20	$	8

Duke Energy did not make any contributions to its ~~U.S.~~ qualified defined benefit pension plans during the ~~nine~~six months ended ~~September~~June 30, ~~2016.~~2017.

Net periodic benefit costs disclosed in the tables below represent the cost of the respective benefit plan for the periods presented. However, portions of the net periodic benefit costs disclosed in the tables below have been capitalized as a component of property, plant and equipment. Amounts presented in the tables below for the Subsidiary Registrants represent the amounts of pension and other post-retirement benefit costs allocated by Duke Energy for employees of the Subsidiary Registrants. Additionally, the Subsidiary Registrants are allocated their proportionate share of pension and post-retirement benefit costs for employees of Duke Energy’s shared services affiliate that provides support to the Subsidiary Registrants. These allocated amounts are included in the governance and shared service costs discussed in Note 9. Duke Energy uses a December 31 measurement date for its defined benefit retirement plan assets and obligations.

Components of Net Periodic Benefit Costs

The tables below present total net periodic benefit costs prior to capitalization of amounts reflected as Net property, plant and equipment on the Condensed Consolidated Balance Sheets. Only the service cost component of net periodic benefit costs is eligible to be capitalized. The remaining non-capitalized portions of net periodic benefit costs are classified as either: (1) service cost, which is recorded in Operations, maintenance and other on the Condensed Consolidated Statements of Operations; or as (2) components of non-service cost, which is recorded in Other income and expenses, net on the Condensed Consolidated Statements of Operations. See Note 1 for further information on impacts of the retirement benefits accounting standard adopted by Duke Energy on January 1, 2018.

Pension and other post-retirement benefit costs presented in the tables below for the Subsidiary Registrants are amounts allocated from Duke Energy for the employees of the respective Subsidiary Registrants. The Condensed Consolidated Statements of Operations of the Subsidiary Registrants also include allocated net periodic benefit costs for their proportionate share of pension and post-retirement benefit costs related to employees of the Duke Energy shared services affiliate. However, in the tables below these amounts are only presented in the Duke Energy column. For additional information on the corporate governance and shared service expenses allocated from the Duke Energy shared service affiliate, see Note 8.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

QUALIFIED PENSION PLANS

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


	Three Months Ended September 30, 2017																								Three Months Ended June 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	$	40		$	12		$	12		$	6		$	5		$	1		$	2		$	3		$	45		$	15		$	13		$	8		$	6		$	1		$	3		$	2
Interest cost on projected benefit obligation	82			20			25			12			13			4			7			3			75			18			22			10			12			4			6			3
Expected return on plan assets	(136		)	(35		)	(43		)	(21		)	(21		)	(7		)	(11		)	(6		)	(140		)	(37		)	(43		)	(21		)	(23		)	(7		)	(11		)	(6		)
Amortization of actuarial loss	36			8			14			6			7			1			3			3			33			7			11			5			6			1			2			3
Amortization of prior service credit	(6		)	(2		)	(1		)	—			—			—			—			(1		)	(8		)	(2		)	(1		)	(1		)	(1		)	—			—			(3		)
Other	2			—			1			—			—			—			—			—
Net periodic pension costs	$	18		$	3		$	8		$	3		$	4		$	(1	)	$	1		$	2		$	5		$	1		$	2		$	1		$	—		$	(1	)	$	—		$	(1	)

Three Months Ended September 30, 2016
Duke
Duke
Duke
Duke
Duke

Duke
Energy
Progress
Energy
Energy
Energy
Energy

(in millions) Energy
Carolinas
Energy
Progress
Florida
Ohio
Indiana
Piedmont
Service cost $ 36
$ 12
$ 11
$ 6
$ 4
$ 1
$ 2
$ 3
Interest cost on projected benefit obligation 83
21
27
12
14
5
7
2
Expected return on plan assets (128 ) (35 ) (42 ) (21 ) (21 ) (6 ) (10 ) (6 )
Amortization of actuarial loss 33
8
14
6
7
1
3
2
Amortization of prior service credit (4 ) (2 ) (1 ) —
(1 ) —
—
(1 )
Other 2
1
1
—
1
—
—
—
Net periodic pension costs $ 22
$ 5
$ 10
$ 3
$ 4
$ 1
$ 2
$ —

Nine Months Ended September 30, 2017
Duke
Duke
Duke
Duke
Duke

Duke
Energy
Progress
Energy
Energy
Energy
Energy

(in millions) Energy
Carolinas
Energy
Progress
Florida
Ohio
Indiana
Piedmont
Service cost $ 120
$ 36
$ 36
$ 18
$ 15
$ 3
$ 6
$ 9
Interest cost on projected benefit obligation 246
60
75
36
39
14
21
9
Expected return on plan assets (408 ) (106 ) (129 ) (63 ) (63 ) (21 ) (33 ) (18 )
Amortization of actuarial loss 108
24
42
18
21
3
9
9
Amortization of prior service credit (18 ) (6 ) (3 ) —
—
—
—
(3 )
Other 6
—
3
1
—
—
—
1
Net periodic pension costs $ 54
$ 8
$ 24
$ 10
$ 12
$ (1 ) $ 3
$ 7


	Nine Months Ended September 30, 2016																								Three Months Ended June 30, 2017
				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	$	109		$	36		$	32		$	18		$	14		$	3		$	6		$	8		$	40		$	12		$	12		$	6		$	5		$	1		$	2		$	3
Interest cost on projected benefit obligation	249			64			80			37			42			15			21			7			82			20			25			12			13			5			7			3
Expected return on plan assets	(386		)	(106		)	(126		)	(62		)	(63		)	(20		)	(31		)	(18		)	(136		)	(36		)	(43		)	(21		)	(21		)	(7		)	(11		)	(6		)
Amortization of actuarial loss	99			24			41			17			21			3			9			6			36			8			14			6			7			1			3			3
Amortization of prior service credit	(12		)	(6		)	(3		)	(1		)	(1		)	—			—			(2		)	(6		)	(2		)	(1		)	—			—			—			—			(1		)
Other	6			2			2			1			1			—			—			—			2			—			1			1			—			—			—			1
Net periodic pension costs	$	65		$	14		$	26		$	10		$	14		$	1		$	5		$	1		$	18		$	2		$	8		$	4		$	4		$	—		$	1		$	3

~~PART I~~

~~DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –~~

~~DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.~~

~~Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)~~



	Six Months Ended June 30, 2018
				Duke						Duke			Duke			Duke			Duke
	Duke			Energy			Progress			Energy			Energy			Energy			Energy
(in millions)	Energy			Carolinas			Energy			Progress			Florida			Ohio			Indiana			Piedmont
Service cost	$	90		$	30		$	26		$	15		$	11		$	2		$	5		$	4
Interest cost on projected benefit obligation	150			36			46			21			25			9			12			6
Expected return on plan assets	(280		)	(74		)	(88		)	(42		)	(46		)	(14		)	(21		)	(12		)
Amortization of actuarial loss	66			14			22			10			12			2			4			6
Amortization of prior service credit	(16		)	(4		)	(2		)	(1		)	(1		)	—			—			(6		)
Net periodic pension costs	$	10		$	2		$	4		$	3		$	1		$	(1	)	$	—		$	(2	)



	Six Months Ended June 30, 2017
				Duke						Duke			Duke			Duke			Duke
	Duke			Energy			Progress			Energy			Energy			Energy			Energy
(in millions)	Energy			Carolinas			Energy			Progress			Florida			Ohio			Indiana			Piedmont
Service cost	$	80		$	24		$	24		$	12		$	10		$	2		$	4		$	6
Interest cost on projected benefit obligation	164			40			50			24			26			10			14			6
Expected return on plan assets	(272		)	(71		)	(86		)	(42		)	(42		)	(14		)	(22		)	(12		)
Amortization of actuarial loss	72			16			28			12			14			2			6			6
Amortization of prior service credit	(12		)	(4		)	(2		)	—			—			—			—			(2		)
Other	4			—			2			1			—			—			—			1
Net periodic pension costs	$	36		$	5		$	16		$	7		$	8		$	—		$	2		$	5

NON-QUALIFIED PENSION PLANS

The following tables include the components of net periodic pension costs for non-qualified pension plans for registrants with non-qualified pension costs.

Three Months Ended September 30, 2017
Duke
Duke
Duke
Duke
Energy
Progress
Energy
Energy
(in millions) Energy
Carolinas
Energy
Progress
Florida
Service cost $ —
$ —
$ —
$ —
$ —
Interest cost on projected benefit obligation 4
—
1
1
1
Amortization of actuarial loss 2
—
1
—
—
Net periodic pension costs $ 6
$ —
$ 2
$ 1
$ 1

Three Months Ended September 30, 2016
Duke
Duke
Duke
Duke
Energy
Progress
Energy
Energy
(in millions) Energy
Carolinas
Energy
Progress
Florida
Service cost $ 1
$ —
$ —
$ —
$ —
Interest cost on projected benefit obligation 4
—
2
—
—
Amortization of actuarial loss 2
—
1
1
1
Amortization of prior service credit (1 ) —
—
—
—
Net periodic pension costs $ 6

$ —

$ 3

$ 1

$ 1

Nine Months Ended September 30, 2017
Duke
Duke
Duke
Duke
Energy
Progress
Energy
Energy
(in millions) Energy
Carolinas
Energy
Progress
Florida
Service cost $ —
$ —
$ —
$ —
$ —
Interest cost on projected benefit obligation 10
1
3
2
2
Amortization of actuarial loss 6
—
3
—
—
Net periodic pension costs $ 16
$ 1
$ 6
$ 2
$ 2
PART I

Nine Months Ended September 30, 2016
Duke
Duke
Duke
Duke
Energy
Progress
Energy
Energy
(in millions) Energy
Carolinas
Energy
Progress
Florida
Service cost $ 2
$ —
$ —
$ —
$ —
Interest cost on projected benefit obligation 11
1
4
1
1
Amortization of actuarial loss 6
—
2
1
1
Amortization of prior service credit (1 ) —
—
—
—
Net periodic pension costs $ 18

$ 1

$ 6

$ 2

$ 2
DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)



	Three Months Ended June 30, 2018
				Duke				Duke		Duke
	Duke			Energy		Progress		Energy		Energy
(in millions)	Energy			Carolinas		Energy		Progress		Florida
Service cost	$	1		$	1	$	—	$	—	$	—
Interest cost on projected benefit obligation	3			—		1		1		1
Amortization of actuarial loss	2			—		—		—		—
Amortization of prior service credit	(1		)	—		—		—		—
Net periodic pension costs	$	5		$	1	$	1	$	1	$	1



	Three Months Ended June 30, 2017
			Duke				Duke		Duke
	Duke		Energy		Progress		Energy		Energy
(in millions)	Energy		Carolinas		Energy		Progress		Florida
Interest cost on projected benefit obligation	$	3	$	1	$	1	$	—	$	—
Amortization of actuarial loss	2		—		1		—		—
Net periodic pension costs	$	5	$	1	$	2	$	—	$	—



	Six Months Ended June 30, 2018
				Duke				Duke		Duke
	Duke			Energy		Progress		Energy		Energy
(in millions)	Energy			Carolinas		Energy		Progress		Florida
Service cost	$	1		$	1	$	—	$	—	$	—
Interest cost on projected benefit obligation	6			—		2		1		1
Amortization of actuarial loss	4			—		—		—		—
Amortization of prior service (credit) cost	(1		)	—		1		—		—
Net periodic pension costs	$	10		$	1	$	3	$	1	$	1



	Six Months Ended June 30, 2017
			Duke				Duke		Duke
	Duke		Energy		Progress		Energy		Energy
(in millions)	Energy		Carolinas		Energy		Progress		Florida
Interest cost on projected benefit obligation	$	6	$	1	$	2	$	1	$	1
Amortization of actuarial loss	4		—		2		—		—
Net periodic pension costs	$	10	$	1	$	4	$	1	$	1

OTHER POST-RETIREMENT BENEFIT PLANS

Duke Energy provides, and the Subsidiary Registrants participate in, ~~some~~certain health care and life insurance benefits for retired employees on a contributory and non-contributory basis.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

The following tables include the components of net periodic other post-retirement benefit costs.


	Three Months Ended September 30, 2017																					Three Months Ended June 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	$	1		$	—		$	—		$	—		$	—		$	—	$	—	$	—	$	2		$	1		$	—		$	—	$	—		$	—	$	—	$	—
Interest cost on accumulated post-retirement benefit obligation	9			2			4			2			2			—		1		—		7			1			2			2		2			1		1		—
Expected return on plan assets	(3		)	(2		)	—			—			—			—		—		—		(4		)	(2		)	—			—		—			—		—		—
Amortization of actuarial loss	2			—			5			3			2			—		—		—		2			1			1			—		—			—		1		—
Amortization of prior service credit	(29		)	(2		)	(21		)	(14		)	(8		)	—		—		—		(5		)	(1		)	(2		)	—		(2		)	—		—		(1		)
Net periodic other post-retirement benefit costs	$	(20	)	$	(2	)	$	(12	)	$	(9	)	$	(4	)	$	—	$	1	$	—	$	2		$	—		$	1		$	2	$	—		$	1	$	2	$	(1	)


	Three Months Ended September 30, 2016																							Three Months Ended June 30, 2017
				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	$	—		$	—		$	1		$	—		$	—		$	—		$	—		$	1	$	1		$	—		$	—		$	—		$	—		$	—		$	—	$	—
Interest cost on accumulated post-retirement benefit obligation	9			2			4			2			3			—			1			—		9			2			3			2			2			—			—		—
Expected return on plan assets	(2		)	(2		)	(1		)	—			—			—			—			—		(4		)	(2		)	—			—			—			—			—		—
Amortization of actuarial loss (gain)	2			—			5			3			2			(1		)	—			—		2			(1		)	5			3			2			(1		)	—		—
Amortization of prior service credit	(35		)	(4		)	(26		)	(16		)	(8		)	—			(1		)	—		(29		)	(2		)	(21		)	(13		)	(7		)	—			—		—
Net periodic other post-retirement benefit costs	$	(26	)	$	(4	)	$	(17	)	$	(11	)	$	(3	)	$	(1	)	$	—		$	1	$	(21	)	$	(3	)	$	(13	)	$	(8	)	$	(3	)	$	(1	)	$	—	$	—

Nine Months Ended September 30, 2017
Duke
Duke
Duke
Duke
Duke

Duke
Energy
Progress
Energy
Energy
Energy
Energy

(in millions) Energy
Carolinas
Energy
Progress
Florida
Ohio
Indiana
Piedmont
Service cost $ 3
$ —
$ —
$ —
$ —
$ —
$ —
$ —
Interest cost on accumulated post-retirement benefit obligation 27
6
11
6
6
—
1
—
Expected return on plan assets (10 ) (6 ) —
—
—
—
—
—
Amortization of actuarial loss (gain) 6
(2 ) 15
9
6
(1 ) —
—
Amortization of prior service credit (87 ) (6 ) (63 ) (41 ) (23 ) —
—
—
Net periodic other post-retirement benefit costs $ (61 ) $ (8 ) $ (37 ) $ (26 ) $ (11 ) $ (1 ) $ 1
$ —

Nine Months Ended September 30, 2016
Duke
Duke
Duke
Duke
Duke

Duke
Energy
Progress
Energy
Energy
Energy
Energy

(in millions) Energy
Carolinas
Energy
Progress
Florida
Ohio
Indiana
Piedmont
Service cost $ 2
$ —
$ 1
$ —
$ —
$ —
$ —
$ 1
Interest cost on accumulated post-retirement benefit obligation 26
6
11
6
6
1
3
1
Expected return on plan assets (9 ) (6 ) (1 ) —
—
—
(1 ) (1 )
Amortization of actuarial loss (gain) 5
(2 ) 16
9
7
(2 ) (1 ) —
Amortization of prior service credit (106 ) (10 ) (77 ) (50 ) (26 ) —
(1 ) —
Net periodic other post-retirement benefit costs $ (82 ) $ (12 ) $ (50 ) $ (35 ) $ (13 ) $ (1 ) $ —
$ 1



	Six Months Ended June 30, 2018
				Duke						Duke		Duke			Duke		Duke
	Duke			Energy			Progress			Energy		Energy			Energy		Energy
(in millions)	Energy			Carolinas			Energy			Progress		Florida			Ohio		Indiana		Piedmont
Service cost	$	3		$	1		$	—		$	—	$	—		$	—	$	—	$	—
Interest cost on accumulated post-retirement benefit obligation	14			3			6			3		3			1		2		—
Expected return on plan assets	(6		)	(4		)	—			—		—			—		—		—
Amortization of actuarial loss	3			1			1			—		—			—		2		—
Amortization of prior service credit	(10		)	(2		)	(4		)	—		(3		)	—		—		(1		)
Net periodic other post-retirement benefit costs	$	4		$	(1	)	$	3		$	3	$	—		$	1	$	4	$	(1	)



	Six Months Ended June 30, 2017
				Duke						Duke			Duke			Duke			Duke
	Duke			Energy			Progress			Energy			Energy			Energy			Energy
(in millions)	Energy			Carolinas			Energy			Progress			Florida			Ohio			Indiana		Piedmont
Service cost	$	2		$	—		$	—		$	—		$	—		$	—		$	—	$	—
Interest cost on accumulated post-retirement benefit obligation	18			4			7			4			4			—			—		—
Expected return on plan assets	(7		)	(4		)	—			—			—			—			—		—
Amortization of actuarial loss (gain)	4			(2		)	10			6			4			(1		)	—		—
Amortization of prior service credit	(58		)	(4		)	(42		)	(27		)	(15		)	—			—		—
Net periodic other post-retirement benefit costs	$	(41	)	$	(6	)	$	(25	)	$	(17	)	$	(7	)	$	(1	)	$	—	$	—

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

~~DEFINED CONTRIBUTION RETIREMENT PLANS~~

EMPLOYEE SAVINGS ~~PLANS~~PLAN

Duke Energy sponsors, and the Subsidiary Registrants participate in, an employee savings ~~plans~~plan that ~~cover~~covers substantially all ~~U.S.~~ employees. The following table ~~presents~~includes employer contributions made by Duke Energy and expensed by the Subsidiary Registrants.

Duke
Duke
Duke
Duke
Duke

Duke
Energy
Progress
Energy
Energy
Energy
Energy

(in millions) Energy
Carolinas
Energy
Progress
Florida
Ohio
Indiana
Piedmont
Three Months Ended September 30,
2017 $ 43
$ 14
$ 12
$ 9
$ 4
$ 1
$ 2
$ 2
2016 39
13
12
8
3
1
2
2
Nine Months Ended September 30,
2017 $ 147
$ 49
$ 42
$ 30
$ 13
$ 3
$ 7
$ 5
2016 130
44
39
27
11
3
6
5

~~MONEY PURCHASE PENSION PLAN~~

Duke Energy provides, and Piedmont participates in, the Money Purchase Pension (MPP) plan, which is a defined contribution pension plan that allows certain employees to direct investments and assume risk of investment returns. In January 2017, a $2 million contribution was made to the MPP plan.



			Duke				Duke		Duke		Duke		Duke
	Duke		Energy		Progress		Energy		Energy		Energy		Energy
(in millions)	Energy		Carolinas		Energy		Progress		Florida		Ohio		Indiana		Piedmont
Three Months Ended June 30,
2018	$	48	$	15	$	13	$	9	$	4	$	1	$	2	$	2
2017	39		13		12		8		4		1		2		1
Six Months Ended June 30,
2018	$	118	$	38	$	32	$	22	$	10	$	2	$	5	$	6
2017	104		35		30		21		9		2		5		3

17. INCOME TAXES

Tax Act

At this time, AMT credits that are treated as refundable under the Tax Act are among the certain refundable tax credits that are subject to sequestration. In the first quarter of 2018, the company revised the December 31, 2017, estimate of the income tax effects of the Tax Act and recorded a $76 million valuation allowance against these AMT credits based on additional interpretative guidance from the Internal Revenue Service related to the Tax Act. See Note 22 to the Consolidated Financial Statements in the Annual Report on Form 10-K/A for the year ended December 31, 2017, for information on the U.S. Securities and Exchange Commission staff's guidance on accounting for the Tax Act (Staff Accounting Bulletin No. 118 (SAB 118), Income Tax Accounting Implications of the Tax Cuts and Jobs Act).

No provisional adjustments to the estimate of the income tax effects of the Tax Act were recorded for the three months ended June 30, 2018 in accordance with SAB 118.

EFFECTIVE TAX RATES

The effective tax rates from continuing operations for each of the Duke Energy Registrants are included in the following table.

Three Months Ended Nine Months Ended
September 30, September 30,
2017
2016
2017
2016
Duke Energy 27.6 % 34.0 % 30.4 % 31.7 %
Duke Energy Carolinas 32.9 % 34.3 % 34.1 % 34.4 %
Progress Energy 29.1 % 32.8 % 31.9 % 34.7 %
Duke Energy Progress 31.7 % 31.4 % 32.4 % 33.5 %
Duke Energy Florida 34.8 % 36.0 % 36.1 % 37.0 %
Duke Energy Ohio 33.3 % 36.8 % 34.4 % 32.5 %
Duke Energy Indiana 38.3 % 35.2 % 39.0 % 34.0 %
Piedmont^(a)
47.6 % 40.0 % 36.1 % 37.7 %

~~(a) Piedmont is in a net loss position for the three months ended September 30, 2017, and 2016.~~



	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2018		2017		2018		2017
Duke Energy	16.5	%	32.1	%	19.9	%	32.3	%
Duke Energy Carolinas	21.5	%	34.7	%	21.8	%	35.0	%
Progress Energy	17.3	%	33.4	%	15.4	%	33.7	%
Duke Energy Progress	20.1	%	31.9	%	16.8	%	33.0	%
Duke Energy Florida	18.0	%	36.8	%	17.4	%	36.7	%
Duke Energy Ohio	25.8	%	34.8	%	16.0	%	35.1	%
Duke Energy Indiana	25.8	%	39.4	%	25.8	%	39.4	%
Piedmont	27.3	%	38.5	%	23.9	%	37.9	%

The decrease in the effective tax rate (ETR) for Duke Energy and the Subsidiary Registrants for the three months ended ~~September~~June 30, ~~2017,~~2018, is primarily due to ~~higher research credits,~~the lower statutory federal corporate tax ~~benefits of legal entity restructuring and prior year unfavorable impacts of finalizing federal tax audits.~~rate under the Tax Act. The decrease in the ETR for Duke Energy and the Subsidiary Registrants for the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, is primarily due to ~~higher research credits,~~the lower statutory federal corporate tax ~~benefits~~rate under the Tax Act and the amortization of ~~legal entity restructuring~~federal and ~~higher production tax credits related to wind projects placed in service;~~state excess deferred taxes, partially offset by ~~lower investment tax~~a valuation allowance against AMT credits ~~due to lower solar investments.~~discussed above.

The decrease in the ETR for Duke Energy Carolinas for the three and six months ended ~~September~~June 30, ~~2017,~~2018, is primarily due to the ~~favorable impact of research credits, provision to return true ups, and~~ lower ~~North Carolina~~statutory federal corporate tax ~~rates.~~rate under the Tax Act and the amortization of state excess deferred taxes.

The decrease in the ETR for Progress Energy for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, is primarily due to the ~~favorable impact of research credits and~~ lower ~~North Carolina~~statutory federal corporate tax ~~rates.~~

~~The decrease in~~rate under the ~~ETR for Duke Energy Progress for~~Tax Act and the ~~nine months ended September 30, 2017, is primarily due to the favorable impact~~amortization of ~~research credits~~federal and ~~lower North Carolina corporate tax rates.~~

~~The decrease in the ETR for Duke Energy Florida for the three months ended September 30, 2017, is primarily due to the favorable impact of research credits.~~

The decrease in the ETR for Duke Energy Ohio for the three months ended September 30, 2017, is primarily due to the favorable impact of research credits. The increase in the ETR for Duke Energy Ohio for the nine months ended September 30, 2017, is primarily due to an immaterial out of period adjustment in the prior year related tostate excess deferred ~~tax balances associated with property, plant and equipment.~~taxes.

PART I

DUKE ENERGY CORPORATION – DUKE ENERGY CAROLINAS, LLC – PROGRESS ENERGY, INC. –

DUKE ENERGY PROGRESS, LLC – DUKE ENERGY FLORIDA, LLC – DUKE ENERGY OHIO, INC. – DUKE ENERGY INDIANA, LLC – PIEDMONT NATURAL GAS COMPANY, INC.

Combined Notes to Condensed Consolidated Financial Statements – (Unaudited) – (Continued)

The decrease in the ETR for Duke Energy Progress for the three months ended June 30, 2018, is primarily due to the lower statutory federal tax rate under the Tax Act. The decrease in the ETR for Duke Energy Progress for the six months ended June 30, 2018, is primarily due to the lower statutory federal tax rate under the Tax Act and the amortization of state excess deferred taxes.

The decrease in the ETR for Duke Energy Florida for the three and six months ended June 30, 2018, is primarily due to the lower statutory federal corporate tax rate under the Tax Act and the amortization of federal excess deferred taxes.

The decrease in the ETR for Duke Energy Ohio for the three months ended June 30, 2018, is primarily due to the lower statutory federal tax rate under the Tax Act. The decrease in the ETR for Duke Energy Ohio for the six months ended June 30, 2018, is primarily due to the lower statutory federal tax rate under the Tax Act and an increase in AFUDC equity.

The decrease in the ETR for Duke Energy Indiana for the three and six months ended ~~September~~June 30, ~~2017,~~2018, is primarily due to ~~state tax credits recorded in~~ the prior year. The increase in the ETR for Duke Energy Indiana for the nine months ended September 30, 2017, is primarily due to an immaterial out of period adjustment in the prior year related to deferred tax balances associated with property, plant and equipment.

~~The increase in the ETR for Piedmont for the three months ended September 30, 2017, is primarily due to favorable tax return true ups and~~ lower ~~North Carolina~~statutory federal corporate tax ~~rates in relation to pretax losses.~~ rate under the Tax Act.

The decrease in the ETR for Piedmont for the ~~nine~~three and six months ended ~~September~~June 30, ~~2017,~~2018, is primarily due to ~~favorable tax return true ups and~~the lower ~~North Carolina~~statutory federal corporate tax ~~rates.~~

~~TAXES ON FOREIGN EARNINGS~~

As of December 31, 2015, Duke Energy's intention was to indefinitely reinvest any future undistributed foreign earnings earned after December 31, 2014. In February 2016, Duke Energy announced it had initiated a process to divestrate under the International Disposal Group and, accordingly, no longer intended to indefinitely reinvest post-2014 undistributed foreign earnings. This change in the company's intent, combined with the extension of bonus depreciation by Congress in late 2015, allowed Duke Energy to more efficiently utilize foreign tax credits and reduce U.S. deferred tax liabilities associated with historical unremitted foreign earnings by approximately $95 million for the nine months ended September 30, 2016. Due to the classification of the International Disposal Group as discontinued operations, income tax amounts related to the International Disposal Group's foreign earnings are presented within (Loss) Income from Discontinued Operations, net of tax on the Condensed Consolidated Statements of Operations. See Note 2 for additional information related to the sale of the International Disposal Group.Tax Act.

18. SUBSEQUENT EVENTS

For information on ~~additional~~ subsequent events related to ~~business segments,~~ regulatory matters and commitments and contingencies ~~and VIEs,~~ see Notes 3 and 4, ~~5 and 13.~~respectively.

PART I

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following combined Management’s Discussion and Analysis of Financial Condition and Results of Operations is separately filed by Duke Energy Corporation (collectively with its subsidiaries, Duke Energy) and Duke Energy Carolinas, LLC (Duke Energy Carolinas), Progress Energy, Inc. (Progress Energy), Duke Energy Progress, LLC (Duke Energy Progress), Duke Energy Florida, LLC (Duke Energy Florida), Duke Energy Ohio, Inc. (Duke Energy Ohio), Duke Energy Indiana, LLC (Duke Energy Indiana) and Piedmont Natural Gas Company, Inc. (Piedmont) (collectively referred to as the Subsidiary Registrants). However, none of the registrants make any representation as to information related solely to Duke Energy or the Subsidiary Registrants of Duke Energy other than itself.

DUKE ENERGY

Duke Energy is an energy company headquartered in Charlotte, North Carolina. Duke Energy operates in the United States (U.S.) primarily through its wholly owned subsidiaries, Duke Energy Carolinas, Duke Energy Progress, Duke Energy Florida, Duke Energy Ohio, Duke Energy Indiana and Piedmont. When discussing Duke Energy’s consolidated financial information, it necessarily includes the results of the Subsidiary Registrants, which, along with Duke Energy, are collectively referred to as the Duke Energy Registrants. Piedmont's results of operations are included in Duke Energy's results for the three and nine months ended September 30, 2017, but not for the three and nine months ended September 30, 2016, as Piedmont's earnings are only included in Duke Energy's consolidated results subsequent to the acquisition date. See below for additional information regarding the acquisition.

Management’s Discussion and Analysis should be read in conjunction with the Condensed Consolidated Financial Statements and Notes for the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, and with Duke Energy’s Annual Report on Form ~~10-K~~10-K/A for the year ended December 31, 2016, Piedmont's Annual Report on Form 10-K for the year ended October 31, 2016, and the transition report filed by Piedmont on Form 10-Q (Form 10-QT) as of December 31, 2016, for the transition period from November 1, 2016, to December 31, 2016.2017.

Executive Overview

~~Hurricane Irma~~Regulatory Activity

In ~~September 2017, Hurricane Irma caused widespread damage across~~2018, Duke Energy advanced regulatory activity underway in multiple jurisdictions, as follows:

Duke Energy Carolinas received an order on its rate case from the ~~Southeast region, at~~North Carolina Utilities Commission (NCUC) on June 22, 2018. Major components of the order included: a return on equity of 9.9 percent, recovery of past coal ash remediation costs, recovery of Lee Nuclear Project development costs, and partial clarity on the treatment of federal taxes. On July 27, 2018, the NCUC approved Duke Energy Carolinas' compliance filing. As a result, revised customer rates will become effective on August 1, 2018.

Duke Energy Progress received an order on its ~~peak leaving approximately 1.3 million~~ rate case from the NCUC on February 23, 2018. Some of the major components of the order are: a return on equity of 9.9 percent; recovery of past coal ash remediation costs; recovery of deferred storm costs from 2016; and new rates in effect mid-March 2018.

Duke Energy Carolinas and Duke Energy Progress filed a joint petition with the Public Service Commission of South Carolina (PSCSC) seeking an order to defer certain costs associated with grid reliability, resiliency, and modernization work that is being performed under the Power/Forward initiative. Duke Energy Carolinas also petitioned the PSCSC seeking an order to defer certain costs associated with the William States Lee Combined Cycle Facility, the new billing and customer information system and the addition of the Carolinas West Primary Distribution Control Center. Duke Energy Progress also petitioned the PSCSC seeking an order to adopt the new depreciation rates and to defer certain costs associated with the deployment of advanced metering infrastructure, the new billing and customer information system and the costs incurred in connection with the excess return of certain state taxes from North Carolina. These petitions were approved on July 25, 2018.

Duke Energy Florida ~~customers without power. Duke Energy's restoration efforts in response~~filed a petition with the Florida Public Service Commission (FPSC) on May 31, 2018, related to ~~this devastating~~approximately $200 million of customer savings associated with the Federal Tax Cuts and Jobs Act (Tax Act). The tax savings will offset accelerated depreciation of Crystal River Units 4 and 5 and Hurricane Irma storm ~~utilized a team of over 12,000 line~~cost recovery. The petition is subject to review and ~~service crews and hundreds of employee volunteers. Storm restoration costs (including capital) for~~approval by the FPSC.

Duke Energy ~~Florida service territory are currently estimated~~Ohio along with the Public Utilities Commission of Ohio (PUCO) Staff and certain intervenors filed a Stipulation and Recommendation (Stipulation) with PUCO on April 13, 2018, and the evidentiary hearing will conclude on August 6, 2018. The Stipulation, subject to approval by the PUCO, is in connection with Duke Energy Ohio's rate case and other regulatory matters.

On July 25, 2018, Duke Energy Ohio filed an application to establish a new rider to implement the benefits of the Tax Act for electric distribution customers. If approved, the new rider will flow through to customers the benefit of the lower statutory federal tax rate since January 1, 2018, all future benefits of the lower tax rates and a full refund of deferred income taxes collected at ~~approximately $500 million.~~the higher tax rates in prior years. Deferred income taxes subject to normalization rules will be refunded consistent with federal law and deferred income taxes not subject to normalization rules will be refunded over a 10-year period. An order is expected before the end of the year.

Duke Energy Kentucky received an order on its rate case from the Kentucky Public Service Commission on April 13, 2018. The ~~vast majority~~order granted an annual revenue increase of ~~these~~$21 million, incorporating customer benefits from the Tax Act as well as rider recovery of environmental costs, ~~have been deferred to~~including coal ash. Duke Energy Kentucky implemented new base rates on May 1, 2018.

On June 27, 2018, Duke Energy Indiana, the ~~balance sheet for future recovery from customers in Florida, per existing state statute. Lost revenues associated~~Indiana Office of Utility Consumers Counselor and others filed testimony consistent with ~~Hurricane Irma were approximately $20 million~~their Stipulation and Settlement Agreement in the ~~third quarter of 2017.~~ federal tax proceedings with the Indiana Utility Regulatory Commission (IURC). Major components include riders to reflect the lower federal tax rate as they are filed in 2018, base rates to reflect the lower federal tax rate upon approval, but no later than September 1, 2018, and a timeline for returning federal excess deferred income taxes to customers. The settlement is subject to review and approval by the IURC.

See Note 43 to the Condensed Consolidated Financial Statements, "Regulatory Matters" for additional information.

~~Regulatory Activity~~

~~In the third quarter of 2017, Duke Energy advanced regulatory activity underway in multiple jurisdictions, achieving several key milestones.~~

In August 2017, Duke Energy Carolinas filed a base rate case with the North Carolina Utilities Commission. The rate request was driven by capital investments in new, highly efficient natural gas combined-cycle plants and other plant upgrades, coal ash basin closure activities and grid improvement projects. Hearings are scheduled to commence in February 2018.

In Florida, Duke Energy worked closely with stakeholders to build upon and extend the existing settlement agreement from 2013. In late August, Duke Energy Florida reached a favorable agreement with numerous parties in the state, including the consumer advocate, and that agreement was approved by the Florida Public Service Commission (FPSC) in late October. As outlined in the settlement, Duke Energy Florida agreed to no longer recover any remaining costs associated with the canceled Levy Nuclear Project and as a result incurred a pretax impairment charge of $135 million during the third quarter.

~~See Note 4 to the Condensed Consolidated Financial Statements, "Regulatory Matters" for additional information.~~

~~2016 Acquisition of Piedmont Natural Gas~~

On October 3, 2016, Duke Energy completed the acquisition of Piedmont for a total cash purchase price of $5.0 billion and assumed Piedmont's existing long-term debt, which had a fair value of approximately $2.0 billion at the time of the acquisition. The acquisition provides a foundation for Duke Energy to establish a broader, long-term strategic natural gas infrastructure growth platform to complement the existing natural gas pipeline investments and regulated natural gas business in the Midwest.

Duke Energy incurred pretax nonrecurring transaction and integration costs associated with the acquisition of $23 million and $69 million for the three and nine months ended September 30, 2017, respectively, and $65 million and $256 million for the three and nine months ended September 30, 2016, respectively. Acquisition-related costs in the prior year were principally due to losses on forward-starting interest rate swaps related to the acquisition financing of $22 million and $190 million for the three and nine months ended September 30, 2016, respectively. For additional information on the swaps see Note 10 to the Condensed Consolidated Financial Statements, "Derivatives and Hedging."

Duke Energy expects to incur system integration and other acquisition-related transition costs, primarily through 2018, that are necessary to achieve certain anticipated cost savings, efficiencies and other benefits. See Note 2 to the Condensed Consolidated Financial Statements, "Acquisitions and Dispositions," for additional information regarding the transaction.

PART I

~~2016 Sale of International Energy~~

In December 2016, Duke Energy sold its Latin American generation businesses (International Disposal Group) in two separate transactions for a combined enterprise value of $2.4 billion. The transactions generated cash proceeds of $1.9 billion, excluding transaction costs, which were primarily used to reduce Duke Energy holding company debt. Due to the transactions, results of the International Disposal Group are classified as discontinued operations. See Note 2 to the Condensed Consolidated Financial Statements, "Acquisitions and Dispositions" for additional information.

Results of Operations

Non-GAAP Measures

Management’s Discussion and Analysis includes financial information prepared in accordance with generally accepted accounting principles (GAAP) in the U.S., as well as certain non-GAAP financial measures. Generally, a non-GAAP financial measure is a numerical measure of financial performance, financial position or cash flows that excludes (or includes) amounts that are included in (or excluded from) the most directly comparable measure calculated and presented in accordance with GAAP. Non-GAAP financial measures should be viewed as a supplement to, and not a substitute for, financial measures presented in accordance with GAAP. Non-GAAP measures presented may not be comparable to similarly titled measures used by other companies because other companies may not calculate the measures in the same manner.

Management evaluates financial performance in part based on non-GAAP financial measures, including adjusted earnings and adjusted diluted earnings per share (EPS). Adjusted earnings and adjusted diluted EPS represent income from continuing operations attributable to Duke Energy, adjusted for the dollar and per-share impact of special items. As discussed below, special items represent certain charges and credits, which management believes are not indicative of Duke Energy's ongoing performance.

Management believes the presentation of adjusted earnings and adjusted diluted EPS provides useful information to investors, as it provides them with an additional relevant comparison of Duke Energy’s performance across periods. Management uses these non-GAAP financial measures for planning and forecasting and for reporting financial results to the Duke Energy Board of Directors, employees, stockholders, analysts and investors. Adjusted diluted EPS is also used as a basis for employee incentive bonuses. The most directly comparable GAAP measures for adjusted earnings and adjusted diluted EPS are Net Income Attributable to Duke Energy Corporation (GAAP Reported Earnings) and Diluted EPS Attributable to Duke Energy Corporation common stockholders (GAAP Reported EPS), respectively.

Special items included in the periods presented include the following items, which management believes do not reflect ongoing costs:

Costs to Achieve ~~Mergers~~Piedmont Merger represent charges that result from ~~strategic acquisitions.~~the Piedmont acquisition.

~~Cost Savings Initiatives~~Regulatory and Legislative Impacts represent ~~severance~~ charges related to ~~companywide initiatives, excluding merger integration, to standardize processes and systems, leverage technology and workforce optimization.~~rate case orders, settlements or other actions of regulators or legislative bodies.

~~Commercial Renewables Impairments~~Sale of Retired Plant represents ~~other-than-temporary and asset impairments.~~the loss associated with selling Beckjord Generating Station (Beckjord), a nonregulated generating facility in Ohio.

~~Florida Settlement~~Impairment of Equity Method Investment represents an other-than-temporary impairment ~~charge~~(OTTI) of an investment in Constitution Pipeline Company, LLC (Constitution).

Impacts of the Tax Act represents an alternative minimum tax (AMT) valuation allowance recognized related to the ~~Levy nuclear project based on a settlement agreement approved by regulators.~~

Adjusted earnings also include operating results of the International Disposal Group, which have been classified as discontinued operations. Management believes inclusion of the operating results of the Disposal Group within adjusted earnings and adjusted diluted EPS results in a better reflection of Duke Energy's financial performance during the period.Tax Act.

Three Months Ended ~~September~~June 30, ~~2017,~~2018, as compared to ~~September~~June 30, ~~2016~~2017

GAAP Reported EPS was ~~$1.36~~$0.71 for the ~~third~~second quarter of ~~2017~~2018 compared to ~~$1.70~~$0.98 for the ~~third~~second quarter of ~~2016.~~2017. The decrease in GAAP Reported EPS was primarily due to ~~less favorable weather, an impairment at~~regulatory and legislative charges related to the Duke Energy ~~Florida~~Carolinas North Carolina rate case order and ~~prior year income~~the repeal of the South Carolina Base Load Review Act, increased operations and maintenance expense primarily from ~~discontinued operations including International Energy which was sold~~higher storm costs, higher depreciation and amortization expense from growth in ~~2016;~~rate base, and increased interest expense due to higher outstanding debt and lower tax shield on holding company interest as a result of the Tax Act. These drivers were partially offset by ~~a lower effective tax~~favorable weather and positive net margin contributions from the Duke Energy Progress North Carolina rate ~~lower costs associated with the Piedmont acquisition and growth from investments.~~case order.

As discussed above, management also evaluates financial performance based on adjusted diluted EPS. Duke Energy’s ~~third~~second quarter ~~2017~~2018 adjusted diluted EPS was ~~$1.59~~$0.93 compared to ~~$1.68~~$1.01 for the ~~third~~second quarter of ~~2016.~~ 2017. The decrease in adjusted earnings was primarily due to increased operations and maintenance expense primarily from higher storm costs, higher depreciation and amortization expense from growth in rate base, and increased interest expense due to higher outstanding debt and lower tax shield on holding company interest as a result of the Tax Act. These drivers were partially offset by favorable weather and positive net margin contributions from the Duke Energy Progress North Carolina rate case order.

The following table reconciles non-GAAP measures, including adjusted diluted EPS, to their most directly comparable GAAP measures.

Three Months Ended September 30,
2017 2016
(in millions, except per-share amounts) Earnings EPS Earnings EPS
GAAP Reported Earnings/GAAP Reported EPS $ 954
$ 1.36
$ 1,176
$ 1.70
Adjustments:
Costs to Achieve Mergers^(a)
14
0.03
52
0.07
Cost Savings Initiatives^(b)
—
—
12
0.02
Commercial Renewables Impairments ^(c)
56
0.08
45
0.07
Florida Settlement^(d)
84
0.12
—
—
Discontinued Operations^(e)
2
—
(122 ) (0.18 )
Adjusted Earnings/Adjusted Diluted EPS $ 1,110
$ 1.59
$ 1,163
$ 1.68

~~PART I~~



	Three Months Ended June 30,
	2018				2017
(in millions, except per-share amounts)	Earnings		EPS		Earnings		EPS
GAAP Reported Earnings/GAAP Reported EPS	$	500	$	0.71	$	686	$	0.98
Adjustments:
Regulatory and Legislative Impacts^(a)	136		0.19		—		—
Costs to Achieve Piedmont Merger^(b)	15		0.02		19		0.03
Discontinued Operations	5		0.01		2		—
Adjusted Earnings/Adjusted Diluted EPS	$	656	$	0.93	$	707	$	1.01


(a)	Net of $9$43 million tax ~~benefit in 2017 and $32 million tax benefit in 2016.~~benefit.


(b)	Net of $7$5 million tax benefit in ~~2016.~~


~~(c)~~	~~Net of $28 million tax benefit in 2017~~2018 and ~~$26 million tax benefit in 2016.~~


~~(d)~~	~~Net of $51~~$11 million tax benefit in 2017.


~~(e)~~	~~The 2016 amount represents tax adjustments related to previously sold businesses not related to the International Disposal Group.~~

~~The decrease in adjusted earnings for the three months ended September 30, 2017, compared to the same period in 2016 was primarily due to:~~

~~Lower regulated electric revenues due to less favorable weather in the current year, including lost revenues related to Hurricane Irma;~~PART I

~~The prior year operating results of the International Disposal Group, which was sold in December 2016; and~~

~~Higher financing costs, primarily due to the Piedmont acquisition.~~

~~Partially offset by:~~

Higher regulated electric revenues from increased pricing and riders driven by new rates in Duke Energy Progress South Carolina, base rate adjustments in Florida, and energy efficiency rider revenues in North Carolina;

~~Additional earnings from incremental investments in the Atlantic Coast Pipeline (ACP) natural gas pipeline; and~~

~~Lower income taxes due to prior year unfavorable tax adjustments and benefits in the current year from legal entity restructuring.~~

~~Nine~~Six Months Ended ~~September~~June 30, ~~2017,~~2018, as compared to ~~September~~June 30, ~~2016~~2017

Duke Energy's GAAP Reported EPS was ~~$3.36~~$1.59 for the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, compared to ~~$3.44~~$2.00 for the ~~nine~~six months ended ~~September~~June 30, ~~2016.~~2017. The decrease in GAAP Reported EPS was driven by ~~less favorable weather compared~~regulatory and legislative charges related to the ~~prior year, an impairment at~~ Duke Energy ~~Florida~~Carolinas North Carolina rate case order and ~~prior year income~~the repeal of the South Carolina Base Load Review Act, higher depreciation and amortization expense from ~~discontinued operations including International Energy which was sold~~growth in ~~2016;~~rate base, and increased interest expense due to higher outstanding debt and lower tax shield on holding company interest as a result of the Tax Act. These drivers were partially offset by ~~lower costs associated with~~favorable weather and positive net margin contributions from the ~~Piedmont acquisition, lower severance charges, effective cost control and growth from investments.~~Duke Energy Progress North Carolina rate case order.

As discussed above, management also evaluates financial performance based on adjusted diluted EPS. Duke ~~Energy’s~~Energy's adjusted diluted EPS for the ~~nine~~six months ended ~~September~~June 30, 2018, was $2.22 compared to $2.05 for the six months ended June 30, 2017. The increase in adjusted earnings for the six months ended June 30, 2018, compared to the same period in 2017, was ~~$3.63 compared~~primarily due to ~~$3.88 for the nine months ended September 30, 2016.~~ favorable weather at Electric Utilities and Infrastructure.

The following table reconciles non-GAAP measures, including adjusted diluted EPS, to their most directly comparable GAAP measures.

Nine Months Ended September 30,
2017 2016
(in millions, except per-share amounts) Earnings EPS Earnings EPS
GAAP Reported Earnings/GAAP Reported EPS $ 2,356
$ 3.36
$ 2,379
$ 3.44
Adjustments:
Costs to Achieve Mergers^(a)
43
0.06
195
0.28
Cost Savings Initiatives^(b)
—
—
39
0.06
Commercial Renewables Impairments ^(c)
56
0.08
45
0.07
Florida Settlement^(d)
84
0.12
—
—
Discontinued Operations^(e)
4
0.01
21
0.03
Adjusted Earnings/Adjusted Diluted EPS $ 2,543
$ 3.63
$ 2,679
$ 3.88



	Six Months Ended June 30,
	2018				2017
(in millions, except per-share amounts)	Earnings		EPS		Earnings		EPS
GAAP Reported Earnings/GAAP Reported EPS	$	1,120	$	1.59	$	1,402	$	2.00
Adjustments:
Regulatory and Legislative Impacts^(a)	202		0.29		—		—
Sale of Retired Plant^(b)	82		0.12		—		—
Impacts of the Tax Act (AMT valuation allowance)	76		0.11		—		—
Impairment of Equity Method Investment^(c)	42		0.06		—		—
Costs to Achieve Piedmont Merger^(d)	28		0.04		29		0.05
Discontinued Operations	5		0.01		2		—
Adjusted Earnings/Adjusted Diluted EPS	$	1,555	$	2.22	$	1,433	$	2.05


(a)	Net of ~~$26~~$63 million tax ~~benefit in 2017 and $120 million tax benefit in 2016.~~benefit.


(b)	Net of ~~$24~~$25 million tax ~~benefit in 2016.~~benefit.


(c)	Net of ~~$28~~$13 million tax ~~benefit in 2017 and $26 million tax benefit in 2016.~~benefit.


(d)	Net of ~~$51~~$9 million tax benefit in 2018 and $17 million tax benefit in 2017.


~~(e)~~	The 2016 amount includes an impairment charge related to certain assets in Central America that were sold in 2016, partially offset by a tax benefit related to previously sold businesses not related to the International Disposal Group.

~~The decrease in adjusted earnings for the nine months ended September 30, 2017, compared to the same period in 2016 was primarily due to:~~

~~Lower regulated electric revenues due to unfavorable weather compared to the prior year; and~~

The prior year operating results of the International Disposal Group, which was sold in December 2016. The 2016 operating results included a benefit from the revaluation of deferred income taxes. See Note 17 to the Condensed Consolidated Financial Statements, "Income Taxes," for additional information.

~~Partially offset by:~~

Higher regulated electric revenues from increased pricing and riders driven by new rates in Duke Energy Progress South Carolina, base rate adjustments in Florida and energy efficiency rider revenues in North Carolina, as well as growth in weather-normal retail volumes;

Lower operations, maintenance and other expense, net of amounts recoverable in rates, at Electric Utilities and Infrastructure resulting from ongoing cost efficiency efforts and lower year-to-date storm costs than the prior year;

~~Higher allowance for funds used during construction (AFUDC) equity due to capital investments at the electric utilities; and~~

~~Additional earnings from incremental investments in the ACP and Sabal Trail natural gas pipelines.~~

~~PART I~~

SEGMENT RESULTS

The remaining information presented in this discussion of results of operations is on a GAAP basis. Management evaluates segment performance based on segment income. Segment income is defined as income from continuing operations net of income attributable to noncontrolling interests. Segment income includes intercompany revenues and expenses that are eliminated onin the Condensed Consolidated Financial Statements.

~~Due to the Piedmont acquisition and the sale of International Energy in the fourth quarter of 2016,~~ Duke Energy's segment structure ~~was realigned to include~~includes the following segments: Electric Utilities and Infrastructure, Gas Utilities and Infrastructure and Commercial Renewables. The remainder of Duke Energy’s operations is presented as Other. ~~Prior period information has been recast to conform to the current segment structure.~~ See Note 2 to the Condensed Consolidated Financial Statements, ~~"Acquisitions and Dispositions," for further information on the Piedmont acquisition and International Energy sale and Note 3,~~ “Business Segments,” for additional information on Duke Energy’s ~~segments.~~segment structure.

Tax Act

On December 22, 2017, President Trump signed the Tax Act into law. Among other provisions, the Tax Act lowered the corporate federal income tax rate from 35 percent to 21 percent, limits interest deductions outside of regulated utility operations, requires the normalization of excess deferred taxes associated with property under the average rate assumption method as a prerequisite to qualifying for accelerated depreciation and repealed the federal manufacturing deduction. The Tax Act also repealed the corporate AMT and stipulates a refund of 50 percent of remaining AMT credit carryforwards (to the extent the credits exceed regular tax for the year) for tax years 2018, 2019 and 2020 with all remaining AMT credits to be refunded in tax year 2021. The Tax Act also could be amended or subject to technical correction, which could change the financial impacts that were recorded since December 31, 2017, or are expected to be recorded in future periods. The Federal Energy Regulatory Commission (FERC) and state utility commissions will determine the regulatory treatment of the impacts of the Tax Act for the Subsidiary Registrants. Duke Energy's segments’ future results of operations, financial condition and cash flows could be adversely impacted by the Tax Act, subsequent amendments or corrections, or the actions of the FERC, state utility commissions or credit rating agencies related to the Tax Act. Duke Energy is addressing the rate treatment of the Tax Act by each state utility commission in which the Subsidiary Registrants operate. In January 2018, the Subsidiary Registrants began deferring the estimated ongoing impacts of the Tax Act that are expected to be returned to customers. See Note 17 to the Condensed Consolidated Financial Statements, “Income Taxes,” for additional information on the Tax Act.

PART I

Electric Utilities and Infrastructure


	Three Months Ended September 30,							Nine Months Ended September 30,							Three Months Ended June 30,							Six Months Ended June 30,
(in millions)	2017		2016		Variance			2017		2016		Variance			2018		2017		Variance			2018		2017		Variance
Operating Revenues	$	6,129	$	6,340	$	(211	)	$	16,234	$	16,430	$	(196	)	$	5,223	$	5,158	$	65		$	10,546	$	10,105	$	441
Operating Expenses
Fuel used in electric generation and purchased power	1,872		2,016		(144		)	4,875		5,102		(227		)	1,582		1,549		33			3,267		3,003		264
Operation, maintenance and other	1,297		1,291		6			3,833		3,819		14			1,395		1,299		96			2,720		2,603		117
Depreciation and amortization	777		729		48			2,228		2,139		89			838		714		124			1,673		1,451		222
Property and other taxes	277		274		3			808		799		9			279		270		9			553		531		22
Impairment charges	132		9		123			134		12		122			172		2		170			215		2		213
Total operating expenses	4,355		4,319		36			11,878		11,871		7			4,266		3,834		432			8,428		7,590		838
Gains on Sales of Other Assets and Other, net	—		1		(1		)	4		3		1			—		1		(1		)	1		4		(3		)
Operating Income	1,774		2,022		(248		)	4,360		4,562		(202		)	957		1,325		(368		)	2,119		2,519		(400		)
Other Income and Expenses	67		75		(8		)	222		215		7			91		110		(19		)	179		222		(43		)
Interest Expense	305		287		18			925		829		96			316		305		11			633		620		13
Income Before Income Taxes	1,536		1,810		(274		)	3,657		3,948		(291		)	732		1,130		(398		)	1,665		2,121		(456		)
Income Tax Expense	516		621		(105		)	1,273		1,391		(118		)	157		401		(244		)	340		757		(417		)
Segment Income	$	1,020	$	1,189	$	(169	)	$	2,384	$	2,557	$	(173	)	$	575	$	729	$	(154	)	$	1,325	$	1,364	$	(39	)

Duke Energy Carolinas gigawatt-hours (GWh) sales	24,135		25,508		(1,373		)	66,159		67,890		(1,731		)	22,272		21,243		1,029			44,899		42,024		2,875
Duke Energy Progress GWh sales	18,827		20,033		(1,206		)	50,026		54,011		(3,985		)	15,896		15,562		334			33,122		31,199		1,923
Duke Energy Florida GWh sales	12,132		12,440		(308		)	31,177		31,542		(365		)	10,304		10,740		(436		)	19,423		19,045		378
Duke Energy Ohio GWh sales	6,672		7,214		(542		)	18,632		19,117		(485		)	6,147		5,901		246			12,219		11,960		259
Duke Energy Indiana GWh sales	8,795		9,073		(278		)	24,975		26,624		(1,649		)	8,301		7,972		329			16,786		16,180		606
Total Electric Utilities and Infrastructure GWh sales	70,561		74,268		(3,707		)	190,969		199,184		(8,215		)	62,920		61,418		1,502			126,449		120,408		6,041
Net proportional megawatt (MW) capacity in operation								48,909		49,411		(502		)								49,297		48,877		420

Three Months Ended ~~September~~June 30, ~~2017,~~2018, as Compared to ~~September~~June 30, ~~2016~~2017

Electric Utilities and Infrastructure’s results were impacted by ~~less~~charges related to the Duke Energy Carolinas North Carolina rate case order, higher operation and maintenance expenses and increased depreciation and amortization, partially offset by favorable weather compared to the prior year and a positive net contribution from the Duke Energy Progress North Carolina rate case. The following is a detailed discussion of the variance drivers by line item.

Operating Revenues. The variance was driven primarily by:

an $82 million increase in fuel related revenues due to higher sales volumes and increases in fuel rates billed to customers;

an $81 million increase in retail sales, net of fuel revenues, due to favorable weather in the current year; and

a $43 million increase in retail pricing primarily due to the Duke Energy Progress North Carolina rate case.

Partially offset by:

a $127 million decrease due to revenues subject to refund to customers associated with the lower statutory federal corporate tax rate under the Tax Act; and

a $5 million decrease in weather-normal retail sales volumes.

Operating Expenses. The variance was driven primarily by:

a $170 million increase in impairment charges primarily due to the impacts associated with the Duke Energy Carolinas North Carolina rate case;

a $124 million increase in depreciation and amortization expense primarily due to higher amortization of deferred coal ash costs, additional plant in service and new depreciation rates per the Duke Energy Progress North Carolina rate case;

a $96 million increase in operation, maintenance and other expense primarily due to higher operational costs that are recoverable in rates and higher storm costs and amortizations; and

a $33 million increase in fuel used in electric generation and purchased power primarily due to higher sales and higher deferred fuel expenses.

PART I

Other Income and Expenses. The decrease was primarily due to lower allowance for funds used during construction (AFUDC) equity and a decrease in recognition of post in-service equity returns for projects that had been completed prior to being reflected in customer rates at Duke Energy ~~Florida,~~Carolinas and lower income from non-service components of employee benefit costs in the current year at Duke Energy Progress. For additional information on employee benefit costs, see Note 16 to the Condensed Consolidated Financial Statements, "Employee Benefit Plans."

Income Tax Expense. The variance was primarily due to the lower statutory federal corporate tax rate under the Tax Act and a decrease in pretax income. The effective tax rates (ETRs) for the three months ended June 30, 2018, and 2017 were 21.4 percent and 35.5 percent, respectively. The decrease in the ETR was primarily due to the lower statutory federal corporate tax rate under the Tax Act and the amortization of excess deferred taxes. For additional information, see Note 17 to the Condensed Consolidated Financial Statements, "Income Taxes."

Six Months Ended June 30, 2018, as Compared to June 30, 2017

Electric Utilities and Infrastructure’s results were impacted by charges related to the Duke Energy Carolinas and Duke Energy Progress North Carolina rate case orders and higher depreciation and amortization, partially offset by ~~growth~~favorable weather compared to the prior year and a positive net contribution from ~~investments.~~the Duke Energy Progress North Carolina rate case. The following is a detailed discussion of the variance drivers by line item.

Operating Revenues. The variance was driven primarily by:

a ~~$163~~$307 million ~~decrease~~increase in fuel related revenues due to ~~lower retail~~higher sales ~~volumes;~~volumes and increases in fuel rates billed to customers;

a ~~$160~~$255 million ~~decrease~~increase in retail sales, net of fuel revenues, due to ~~less~~ favorable weather in the current ~~year, including lost revenues related to Hurricane Irma.~~

~~Partially offset by:~~year;

a ~~$90~~$73 million increase in retail pricing primarily due to the Duke Energy ~~Florida's~~Progress North Carolina rate case and Duke Energy Florida base rate adjustments for the Osprey acquisition and the completion of the Hines ~~Chillers~~Energy Complex Chiller Uprate Project;

a $24 million increase in weather-normal retail sales volumes; and ~~the~~

a $23 million increase in wholesale power revenues, net of sharing and fuel, primarily due to recovery of coal ash costs at Duke Energy Carolinas and Duke Energy Progress, ~~South Carolina rate case, as well as increased rider revenues~~partially offset by customer refunds in the current year related to ~~energy efficiency programs,~~a FERC order on a complaint filed by the Piedmont Municipal Power Agency (PMPA) at Duke Energy ~~Florida's nuclear asset securitization, and Midwest capital investments.~~Carolinas.

Partially offset by:

a $258 million decrease due to revenues subject to refund to customers associated with the lower statutory federal corporate tax rate under the Tax Act.

Operating Expenses. The variance was driven primarily by:

a ~~$123~~$264 million increase in ~~impairment charges primarily~~fuel used in electric generation and purchased power, due to ~~write-off of remaining unrecovered Levy Nuclear Project costs at Duke Energy Florida in the current year;~~higher sales and higher deferred fuel expenses;

a ~~$48~~$222 million increase in depreciation and amortization expense primarily due to higher amortization of deferred coal ash costs, additional plant in ~~service.~~

~~PART I~~

~~Partially offset by:~~service and new depreciation rates per the Duke Energy Progress North Carolina rate case;

a ~~$144~~$213 million ~~decrease~~increase in ~~fuel~~impairment charges primarily due to the impacts associated with the Duke Energy Carolinas and Duke Energy Progress North Carolina rate cases; and

a $117 million increase in operation, maintenance and other expense ~~including purchased power, driven by lower retail sales.~~primarily due to impacts associated with the Duke Energy Progress North Carolina rate case and higher storm cost amortization.

~~Interest Expense.~~Other Income and Expenses. The ~~increase~~decrease was primarily due to ~~higher debt outstanding~~lower AFUDC equity and lower income from non-service components of employee benefit costs in the current year at Duke Energy Progress. For additional information on employee benefit costs, see Note 16 to ~~fund growth.~~the Condensed Consolidated Financial Statements, "Employee Benefit Plans."

Income Tax Expense. The variance was primarily due to the lower statutory federal corporate tax rate under the Tax Act and a decrease in pretax ~~income~~income. The ETRs for the six months ended June 30, 2018, and ~~higher research credits, partially offset by the North Carolina corporate tax rate reduction~~2017 were 20.4 percent and 35.7 percent, respectively. The decrease in the ~~prior year. The effective tax rates for the three months ended September 30, 2017, and 2016 were 33.6 percent and 34.3 percent, respectively.~~

~~Nine Months Ended September 30, 2017, as Compared to September 30, 2016~~

Electric Utilities and Infrastructure’s results were impacted by less favorable weather compared to the prior year and an impairment at Duke Energy Florida, partially offset by growth from investments and higher weather-normal retail sales volumes. The following is a detailed discussion of the variance drivers by line item.

~~Operating Revenues.~~ ~~The variance~~ETR was ~~driven primarily by:~~

~~a $380 million decrease in retail sales, net of fuel revenues, due to unfavorable weather compared to the prior year, including lost revenues related to Hurricane Irma; and~~

~~a $256 million decrease in fuel revenues primarily due to lower retail sales volumes.~~

~~Partially offset by:~~

a $346 million increase in rider revenues related to energy efficiency programs, Duke Energy Florida's nuclear asset securitization, Midwest transmission and distribution capital investments, and Duke Energy Indiana's Edwardsport Integrated Gasification Combined Cycle (IGCC) plant, as well as an increase in retail pricing due to Duke Energy Florida's base rate adjustments for the Osprey acquisition and Hines Chillers and the Duke Energy Progress South Carolina rate case; and

~~a $59 million increase in weather-normal sales volumes to retail customers.~~

~~Operating Expenses.~~ ~~The variance was driven primarily by:~~

~~a $122 million increase in impairment charges~~ primarily due to the ~~write-off of remaining unrecovered Levy Nuclear Project costs in the current year at Duke Energy Florida; and~~

~~an $89 million increase in depreciation and amortization expense primarily due to additional plant in service;~~

~~Partially offset by:~~

~~a $227 million decrease in fuel expense, including purchased power, primarily due to~~ lower ~~retail sales and changes in generation mix.~~

~~Interest Expense.~~ ~~The increase was primarily due to higher debt outstanding in the current year and Duke Energy Florida's Crystal River 3 (CR3) regulatory asset debt return ending in June 2016 upon securitization.~~

~~Income Tax Expense.~~ ~~The variance was primarily due to a decrease in pretax income and higher research credits, partially offset by the North Carolina~~statutory federal corporate tax rate ~~reduction. The effective tax rates for~~under the ~~nine months ended September 30, 2017,~~Tax Act and ~~2016 were 34.8 percent and 35.2 percent, respectively.~~the amortization of excess deferred taxes.

Matters Impacting Future Electric Utilities and Infrastructure Results

An order from regulatory authorities disallowing recovery of costs related to closure of ash impoundments could have an adverse impact on Electric Utilities and Infrastructure's financial position, results of operations and cash flows. See Note 4 and Note 7 to the Condensed Consolidated Financial Statements, “Regulatory Matters” and "Asset Retirement Obligations," respectively, for additional information.

On May 18, 2016, the North Carolina Department of Environmental Quality (NCDEQ) issued proposed risk classifications for all coal ash surface impoundments in North Carolina. All ash impoundments not previously designated as high priority by the North Carolina Coal Ash Management Act of 2014 (Coal Ash Act) were designated as intermediate risk. Certain impoundments classified as intermediate risk, however, may be reassessed in the future as low risk pursuant to legislation ~~signed by the former North Carolina governor~~enacted on July 14, 2016. Electric Utilities and Infrastructure's estimated asset retirement obligations (AROs) related to the closure of North Carolina ash impoundments are based upon the mandated closure method or a probability weighting of potential closure methods for the impoundments that may be reassessed to low risk. As the final risk ranking classifications in North Carolina are delineated, final closure plans and corrective action measures are developed and approved for each site, the closure work progresses and the closure method scope and remedial methods are determined, the complexity of work and the amount of coal combustion material could be different than originally estimated and, therefore, could materially impact Electric Utilities and Infrastructure's results of operations, financial ~~position. See Note 9 in Duke Energy's Annual Report on Form 10-K for the year ended December 31, 2016, "Asset Retirement Obligations," for additional information.~~position and cash flows.

PART I

Duke Energy is a party to multiple lawsuits and could be subject to fines and other penalties related to operations at certain North Carolina facilities with ash basins. In addition, the orders issued in the Duke Energy Carolinas and Duke Energy Progress North Carolinas rate cases supporting recovery of past coal ash remediation costs have been appealed by various parties. The outcome of these appeals, lawsuits and potential fines and penalties could have an adverse impact on Electric Utilities and Infrastructure's ~~financial position,~~ results of operations, financial position and cash flows. See Notes 3 and 4 to the Condensed Consolidated Financial Statements, "Regulatory Matters" and “Commitments and Contingencies,” respectively, for additional information.

On June 22, 2018 Duke Energy Carolinas received an order from the NCUC, which denied the Grid Rider Stipulation and deferral treatment of Power/Forward costs. Duke Energy Carolinas may petition for deferral of grid modernization costs outside of a general rate case proceeding if it can show financial hardship or a stipulation that includes greater consensus among intervening parties on costs being classified as grid modernization. While Duke Energy Progress did not request recovery of these costs in its most recent case with the NCUC, Duke Energy Progress may request recovery of certain grid modernization costs in future regulatory proceedings. Electric Utilities and Infrastructure's results of operations, financial position and cash flows could be adversely impacted if grid modernization costs are not ultimately approved for recovery and/or deferral treatment. See Note 3 to the Condensed Consolidated Financial Statements, “Regulatory Matters,” for additional information.

~~PART I~~

~~In the fourth quarter of 2016, Hurricane Matthew caused historic flooding, extensive damage and widespread power outages within the~~ Duke Energy ~~Progress service territory. Duke Energy Progress filed a petition with~~Florida is constructing the ~~North Carolina Utilities Commission (NCUC) requesting an accounting order~~1,640-MW combined-cycle natural gas plant in Citrus County, Florida, and expects it to ~~defer incremental operation~~be commercially available in 2018. Failure to complete the construction and ~~maintenance and capital~~achieve commercial operations by the end of 2018 or actual costs ~~incurred~~ in response to Hurricane Matthew and other significant 2016 storms. Current estimated incremental costs are approximately $116 million. The NCUC will address this request in Duke Energy Progress' currently pending rate case. A final order from the NCUC that disallows the deferral and future recovery of all or a significant portionexcess of the ~~incremental storm restoration costs incurred~~estimated amount not collected from customers could ~~result in an adverse~~materially impact on Electric Utilities and Infrastructure's ~~financial position,~~ results of operations, financial position and cash flows. See Note 43 to the Condensed Consolidated Financial Statements, “Regulatory Matters,” for additional information.

On February 6, 2018, the FPSC approved a stipulation that would apply tax savings resulting from the Tax Act toward storm costs effective January 2018 in lieu of implementing a storm surcharge. On May 31, 2018, Duke Energy ~~has several rate cases pending.~~Florida filed for recovery of the storm costs. Storm costs are currently expected to be fully recovered by approximately mid-2021. The evidentiary hearing in this storm cost matter is scheduled for the week of October 15, 2018. An order disallowing recovery of these costs could have an adverse impact on Electric Utilities and Infrastructure's results of operations, financial position and cash flows. See Note 3 to the Condensed Consolidated Financial Statements, “Regulatory Matters,” for additional information.

On March 2, 2017, Duke Energy ~~Kentucky~~Ohio filed an electric distribution base rate ~~case~~application with the ~~Kentucky Public Service Commission (KPSC) on September 1, 2017,~~PUCO to ~~recover costs~~address recovery of electric distribution system capital investments in generation, transmission and distribution systems and to recover other incremental expenses since its previous rate case. Duke Energy Carolinas and Duke Energy Progress filed general rate cases with the NCUC on August 25, 2017, and June 1, 2017, respectively, to recover costs of complying with Coal Combustion Residuals (CCR) regulations and the Coal Ash Act, as well as costs of capital investments in generation, transmission and distribution systems and any increase in expenditures subsequent to previous rate cases. ~~In March 2017,~~On April 13, 2018, Duke Energy Ohio filed ana Stipulation with the PUCO to resolve issues in the electric distribution base rate case ~~application~~ and ~~supporting testimony with~~other regulatory matters. If approved by PUCO, the ~~Public Utility Commission of~~Stipulation would allow for Duke Energy Ohio ~~(PUCO).~~to recover gains and losses incurred on and after January 1, 2018, related to OVEC, through the Price Stabilization Rider. Hearings will conclude on August 6, 2018. Electric Utilities and Infrastructure's ~~earnings~~results of operations, financial position and cash flows could be adversely impacted ~~adversely~~ if ~~these rate increases are delayed or~~the Stipulation is denied by the ~~KPSC, NCUC or~~ PUCO. See Note ~~4 to the Condensed Consolidated Financial Statements, "Regulatory Matters," for additional information.~~

On August 29, 2017, Duke Energy Florida filed a 2017 Second Revised and Restated Settlement Agreement (2017 Settlement) with the FPSC. The 2017 Settlement was approved by the FPSC on October 25, 2017. See Note 43 to the Condensed Consolidated Financial Statements, “Regulatory Matters,” for additional ~~information about~~information.

See "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations," in the ~~2017 Settlement. In accordance with the 2017 Settlement,~~ Duke Energy ~~Florida will not seek recovery~~Registrants' Annual Reports on Form 10-K/A for the year ended December 31, 2017, for discussion of ~~any costs~~risks associated with the ongoing Westinghouse contract litigation, which is currently being appealed. See Note 5 to the Condensed Consolidated Financial Statements, “Commitments and Contingencies” for additional information about the litigation. An unfavorable appeals ruling on that matter could have an adverse impact on Electric Utilities and Infrastructure’s financial position, results of operations and cash flows. Tax Act.

In September 2017, Hurricane Irma caused extensive damage and widespread power outages within the Duke Energy Florida service territory. Duke Energy Florida has not completed the final accumulation of storm restoration costs incurred. Total storm restoration costs, including capital, are currently estimated at approximately $500 million. In accordance with a regulatory order with FPSC, certain incremental operation and maintenance storm restoration costs are classified as a regulatory asset recognizing the probable recoverability of these costs under FPSC's storm rule. The Company will make a petition by the end of 2017 to FPSC for recovery of costs. Duke Energy Florida's cash flows could be impacted by the timing of cost recovery. See Note 4, "Regulatory Matters," to the Condensed Consolidated Financial Statements for additional information.PART I

Gas Utilities and Infrastructure

Three Months Ended September 30, Nine Months Ended September 30,
(in millions) 2017
2016
Variance
2017
2016
Variance
Operating Revenues $ 272
$ 89
$ 183
$ 1,243
$ 358
$ 885
Operating Expenses
Cost of natural gas 68
6
62
402
64
338
Operation, maintenance and other 93
30
63
291
90
201
Depreciation and amortization 57
19
38
171
59
112
Property and other taxes 25
12
13
81
44
37
Total operating expenses 243
67
176
945
257
688
Operating Income 29
22
7
298
101
197
Other Income and Expenses 22
7
15
60
13
47
Interest Expense 26
6
20
78
19
59
Income Before Income Taxes 25
23
2
280
95
185
Income Tax Expense 6
8
(2 ) 101
32
69
Segment Income $ 19
$ 15
$ 4
$ 179
$ 63
$ 116

Piedmont LDC throughput (dekatherms) ^(a)
107,490,775
—
107,490,775
334,781,316
—
334,781,316
Duke Energy Midwest LDC throughput (Mcf) 9,904,644
9,568,340
336,304
52,940,410
57,023,986
(4,083,576 )

~~(a) Includes throughput subsequent to Duke Energy's acquisition of Piedmont on October 3, 2016.~~



	Three Months Ended June 30,							Six Months Ended June 30,
(in millions)	2018		2017		Variance			2018			2017		Variance
Operating Revenues	$	318	$	301	$	17		$	1,045		$	971	$	74
Operating Expenses
Cost of natural gas	89		76		13			402			334		68
Operation, maintenance and other	103		94		9			211			199		12
Depreciation and amortization	60		57		3			121			114		7
Property and other taxes	26		26		—			57			56		1
Total operating expenses	278		253		25			791			703		88
Operating Income	40		48		(8		)	254			268		(14		)
Other Income and Expenses	22		21		1			(13		)	39		(52		)
Interest Expense	26		26		—			53			52		1
Income Before Income Taxes	36		43		(7		)	188			255		(67		)
Income Tax Expense	8		16		(8		)	44			95		(51		)
Segment Income	$	28	$	27	$	1		$	144		$	160	$	(16	)

Piedmont local distribution company (LDC) throughput (dekatherms)	116,839,962		94,013,754		22,826,208			271,741,341			227,290,541		44,450,800
Duke Energy Midwest LDC throughput (Mcf)	15,615,050		12,204,767		3,410,283			52,741,115			43,035,766		9,705,349

Three Months Ended ~~September~~June 30, ~~2017,~~2018, as Compared to ~~September~~June 30, ~~2016~~2017

Gas Utilities and Infrastructure’s ~~higher~~ results were primarily impacted by favorable weather and volumes, price adjustments and customer growth; offset by unfavorable operations, maintenance and other. The following is a detailed discussion of the variance drivers by line item.

Operating Revenues.The variance was driven by:

a $13 million increase due to higher natural gas costs passed through to customers from higher volumes sold and higher natural gas prices;

a $9 million increase primarily due to residential and commercial customer revenue, net of natural gas costs passed through to customers, due to customer growth and Integrity Management Rider (IMR) rate adjustments at Piedmont; and

a $3 million increase primarily due to favorable weather in the current year and higher volumes in the Midwest.

Partially offset by:

a $9 million decrease due to revenues subject to refund to customers associated with the lower statutory federal corporate tax rate under the Tax Act.

Operating Expenses.The variance was driven by:

a $13 million increase in cost of natural gas due to higher volumes sold and higher natural gas prices;

a $9 million increase in operations, maintenance and other primarily due to increased ~~investments~~gas operations and regulated utilities expenses; and

a $3 million increase in depreciation and amortization due to additional plant-in-service.

Income Tax Expense. The variance was primarily due to the ~~ACP pipeline. Piedmont's losses included in Gas Utilities and Infrastructure's results were $5 million~~lower statutory federal corporate tax rate under the Tax Act. The ETRs for the three months ended ~~September~~June 30, ~~2017. All variances are related~~2018, and 2017 were 22.2 percent and 37.2 percent, respectively. The decrease in the ETR was primarily due to the ~~inclusion~~lower statutory corporate tax rate under the Tax Act. For additional information, see Note 17 to the Condensed Consolidated Financial Statements, "Income Taxes."

Six Months Ended June 30, 2018, as Compared to June 30, 2017

Gas Utilities and Infrastructure’s results were primarily impacted by the OTTI recorded on the Constitution investment. The following is a detailed discussion of ~~Piedmont's results~~the variance drivers by line item.

Operating Revenues.The variance was driven by:

a $68 million increase due to higher natural gas costs passed through to customers due to higher volumes sold and higher natural gas prices;

a $31 million increase primarily due to residential and commercial customer revenue, net of natural gas costs passed through to customers, due to customer growth, IMR rate adjustments and new power generation customers at Piedmont; and

PART I

a $10 million increase primarily due to favorable weather in the current year and higher volumes sold in the Midwest.

Partially offset by:

a $38 million decrease due to revenues subject to refund to customers associated with the lower statutory federal corporate tax rate under the Tax Act.

Operating Expenses.The variance was driven by:

a $68 million increase in cost of natural gas primarily due to higher volumes sold and higher natural gas prices;

a $12 million increase in operations, as maintenance and other primarily due to increased regulated utilities and gas operations expenses; and

a ~~result of Duke Energy's acquisition of Piedmont on October 3, 2016, except for the following:~~$7 million increase in depreciation and amortization due to additional plant-in-service.

Other Income and Expenses. The ~~variance~~decrease was ~~driven~~ primarily ~~by increased investments in the ACP pipeline.~~

~~PART I~~

~~Nine Months Ended September 30, 2017, as Compared to September 30, 2016~~

~~Gas Utilities and Infrastructure’s higher results were~~ due to the ~~inclusion of Piedmont's earnings~~OTTI recorded for the investment in Constitution in the current year as a result of Duke Energy's acquisition of Piedmont on October 3, 2016, as well as growth from investments in ACP and Sabal Trail pipelines. Piedmont's earnings included in Gas Utilities and Infrastructure's results were $95 million for the nine months ended September 30, 2017. All variances are related to the inclusion of Piedmont's results of operations, except for the following:year.

~~Other~~ Income ~~and Expenses.~~Tax Expense. The variance was ~~driven~~ primarily ~~by increased investments~~due to the lower statutory federal corporate tax rate under the Tax Act. The ETRs for the six months ended June 30, 2018, and 2017 were 23.4 percent and 37.3 percent, respectively. The decrease in the ~~ACP and Sabal Trail pipelines.~~ETR was primarily due to the lower statutory federal corporate tax rate under the Tax Act. For additional information, see Note 17 to the Condensed Consolidated Financial Statements, "Income Taxes."

Matters Impacting Future Gas Utilities and Infrastructure Results

Gas Utilities and Infrastructure has a 2447 percent ownership interest in ~~Constitution~~Atlantic Coast Pipeline, ~~Company,~~ LLC ~~(Constitution)~~(ACP), awhich is building an approximately 600-mile interstate natural gas pipeline ~~project slated~~intended to transport diverse natural gas supplies into southeastern markets. Affected states (West Virginia, Virginia and North Carolina) have issued certain necessary permits; the project remains subject to ~~major northeastern markets. On April 22, 2016,~~other pending federal and state approvals, which will allow full construction activities to begin. In early 2018, the ~~New York State Department~~FERC issued series of ~~Environmental Conservation denied Constitution’s application for~~Partial Notices to Proceed, which authorized the project to begin limited construction-related activities along the pipeline route. The project has a ~~necessary water quality certification for~~targeted in-service date of late 2019. Due to delays in obtaining the ~~New York portion of the Constitution pipeline. Constitution has stopped~~required permits to commence construction and ~~discontinued capitalization of future~~the conditions imposed upon the project by the permits, ACP's project manager estimates the project pipeline development costs ~~until~~will range from $6.0 billion to $6.5 billion, excluding financing costs. Project construction activities, schedule and final costs are still subject to uncertainty due to potential additional permitting delays, construction productivity and other conditions and risks that could result in potential higher project costs, a potential delay in the ~~project's uncertainty is resolved. To the extent the legal~~targeted in-service date and ~~regulatory proceedings have unfavorable outcomes, or if Constitution concludes that the project is not viable or does not go forward, an~~potential impairment ~~charge of up~~charges. See Note 3 to the recorded investment in the project, net of any cash and working capital returned, may be recorded. With the project on hold, funding of project costs has ceased until resolution of legal actions. At September 30, 2017, Duke Energy's investment in Constitution was $82 million.Condensed Consolidated Financial Statements, "Regulatory Matters," for additional information.

Rapidly rising interest rates without timely or adequate updates to the regulated allowed return on equity or failure to achieve the anticipated benefits of the Piedmont merger, including cost savings and growth targets, could significantly impact the estimated fair value of reporting units in Gas Utilities and Infrastructure. In the event of a significant decline in the estimated fair value of the reporting units, goodwill impairment charges could be recorded. The carrying value of goodwill within Gas Utilities and Infrastructure was approximately $1,924 million at ~~September~~June 30, ~~2017.~~2018.

See "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations," in the Duke Energy Registrants' Annual Reports on Form 10-K/A for the year ended December 31, 2017, for discussion of risks associated with the Tax Act.

PART I

Commercial Renewables


	Three Months Ended September 30,									Nine Months Ended September 30,									Three Months Ended June 30,									Six Months Ended June 30,
(in millions)	2017			2016			Variance			2017			2016			Variance			2018			2017			Variance			2018			2017			Variance
Operating Revenues	$	95		$	139		$	(44	)	$	333		$	365		$	(32	)	$	119		$	110		$	9		$	220		$	238		$	(18	)
Operating Expenses
Operation, maintenance and other	56			98			(42		)	191			253			(62		)	69			58			11			124			136			(12		)
Depreciation and amortization	39			34			5			116			96			20			38			38			—			76			77			(1		)
Property and other taxes	9			8			1			26			20			6			6			8			(2		)	13			17			(4		)
Impairment charges	76			—			76			76			—			76
Total operating expenses	180			140			40			409			369			40			113			104			9			213			230			(17		)
Gains on Sales of Other Assets and Other, net	1			2			(1		)	5			4			1			—			2			(2		)	—			4			(4		)
Operating (Loss) Income	(84		)	1			(85		)	(71		)	—			(71		)
Operating Income																			6			8			(2		)	7			12			(5		)
Other Income and Expenses	(10		)	(76		)	66			(12		)	(78		)	66			18			(1		)	19			20			(1		)	21
Interest Expense	22			15			7			64			38			26			23			23			—			45			42			3
Loss Before Income Taxes	(116		)	(90		)	(26		)	(147		)	(116		)	(31		)
Income (Loss) Before Income Taxes																			1			(16		)	17			(18		)	(31		)	13
Income Tax Benefit	(65		)	(65		)	—			(146		)	(127		)	(19		)	(36		)	(42		)	6			(75		)	(81		)	6
Less: Loss Attributable to Noncontrolling Interests	(2		)	(1		)	(1		)	(3		)	(2		)	(1		)	(1		)	—			(1		)	(1		)	(1		)	—
Segment (Loss) Income	$	(49	)	$	(24	)	$	(25	)	$	2		$	13		$	(11	)
Segment Income																			$	38		$	26		$	12		$	58		$	51		$	7

Renewable plant production, GWh	1,760			1,801			(41		)	6,276			5,619			657			2,471			2,231			240			4,651			4,516			135
Net proportional MW capacity in operation										2,908			2,725			183												2,951			2,908			43

Three Months Ended ~~September~~June 30, ~~2017,~~2018, as Compared to ~~September~~June 30, ~~2016~~2017

Commercial Renewables' results were favorably impacted by ~~lower investment tax credits (ITCs), higher interest expense on new debt financings~~the bankruptcy court approval of the North Allegheny Windfarm (NAW) and FirstEnergy Solutions (FES) settlement agreement. The following is a detailed discussion of the variance drivers by line item.

Operating Revenues. The increase in revenues was primarily due to an increase in the number of engineering, procurement and construction (EPC) agreements at REC Solar, a California-based provider of solar installations owned by Duke Energy.

Operating Expenses. The increase in operation, maintenance and other was primarily due to an increase in the number of EPC agreements at REC Solar and higher ~~losses from Duke Energy's REC Solar investment.~~solar development spending in the current year.

Other Income and Expenses. The increase in other income and expenses was primarily due to the bankruptcy court approved NAW and FES settlement agreement, which allowed retention of previously collected cash collateral under the purchase power agreements (PPAs) and mark-to-market gains on interest rate swaps.

Income Tax Benefit. The variance was primarily due to a decrease in pretax losses.

Six Months Ended June 30, 2018, as Compared to June 30, 2017

Commercial Renewables' results were favorably impacted by the bankruptcy court approval of the NAW and FES settlement agreement. The following is a detailed discussion of the variance drivers by line item.

Operating Revenues. The decrease was primarily due to ~~lower engineering, procurement and construction revenues~~a reduction in the number of EPC agreements from REC Solar.

Operating Expenses. The ~~increase~~decrease was primarily due to ~~a $69 million pretax impairment charge in the current year related to a wholly owned non-contracted wind project, partially offset by~~ lower operations and maintenance expense from a reduction in the number of EPC agreements at REC ~~Solar. For additional information see Note 3~~Solar and lower property taxes due to non-recurring property tax payments made in the ~~Condensed Consolidated Financial Statements, “Business Segments.”~~prior year, partially offset by higher solar development spending in the current year.

Other Income and Expenses. The ~~variance~~increase in other income was primarily due to ~~a $71 million pretax impairment charge in~~ the ~~prior year related to certain equity method investments. For additional information see Note 3 to~~bankruptcy court approved NAW and FES settlement agreement, which allowed retention of previously collected cash collateral under the ~~Condensed Consolidated Financial Statements, “Business Segments.”~~

~~Interest Expense.~~ ~~The increase was primarily due to new project financings.~~

~~Income Tax Benefit. Lower ITCs due to lower solar investments in the current year were offset by higher production tax credits (PTCs) related to wind projects placed in service.~~

~~PART I~~

~~Nine Months Ended September 30, 2017, as Compared to September 30, 2016~~

~~Commercial Renewables' results were impacted by lower ITCs, higher~~PPAs and mark-to-market gains on interest ~~expense on new debt financings and higher losses from REC Solar, partially offset by increased PTCs. The following is a detailed discussion of the variance drivers by line item.~~

~~Operating Revenues.~~ ~~The decrease was primarily due to lower engineering, procurement and construction revenues from REC Solar.~~

~~Operating Expenses.~~ The increase was primarily due to a $69 million pretax impairment charge in the current year related to a wholly owned non-contracted wind project and higher operating expenses related to new wind and solar projects placed in service, partially offset by lower operations and maintenance expense at REC Solar. For additional information see Note 3 to the Condensed Consolidated Financial Statements, “Business Segments.”

~~Other Income and Expenses.~~ The variance was primarily due to a $71 million pretax impairment charge in the prior year related to certain equity method investments. For additional information see Note 3 to the Condensed Consolidated Financial Statements, “Business Segments.”rate swaps.

Interest Expense. The variance was primarily due to higher debt outstanding as a result of new project ~~financings and less capitalized interest due to fewer projects under construction.~~financings.

Income Tax Benefit. The variance was primarily due to ~~an increase~~a decrease in ~~PTCs related to wind projects placed in service, partially offset by lower ITCs due to lower solar investments in the current year.~~pretax losses.

Matters Impacting Future Commercial Renewables ~~Results~~Results

Changes or variability in assumptions used in calculating the fair value of the Commercial Renewables reporting units for goodwill testing purposes, including but not limited to legislative actions related to tax credit extensions, long-term growth rates and discount rates could significantly impact the estimated fair value of the Commercial Renewables reporting units. In the event of a significant decline in the estimated fair value of the Commercial Renewables reporting units, goodwill or other asset impairment charges could be recorded. The carrying value of goodwill within Commercial Renewables was approximately ~~$115~~$93 million at ~~September~~June 30, ~~2017.~~2018.

Persistently low market pricing for wind resources, primarily in the Electric Reliability Council of Texas West market and PJM Interconnection, LLC (PJM) west and the future expiration of tax incentives including ~~ITCs~~investment tax credits and ~~PTCs~~production tax credits could result in adverse impacts to the future results of operations, financial position and cash flows of Commercial Renewables.

PART I

Deterioration in credit quality resulting in bankruptcy of an offtaker of power from contracted wind or solar assets could result in adverse impacts to the future results of operations, financial position and cash flows of Commercial Renewables. On March 31, 2018, FES, a subsidiary of FirstEnergy and counterparty to two PPAs with NAW, filed for Chapter 11 bankruptcy. On June 18, 2018, The United States Bankruptcy Court’s Northern District of Ohio Eastern Division approved the Stipulation between FES and NAW. The Stipulation resulted in, among other items, the termination of the two PPAs between FES and NAW, as a result, NAW is subject to market pricing in the PJM west market.

Other


	Three Months Ended September 30,									Nine Months Ended September 30,									Three Months Ended June 30,									Six Months Ended June 30,
(in millions)	2017			2016			Variance			2017			2016			Variance			2018			2017			Variance			2018			2017			Variance
Operating Revenues	$	35		$	32		$	3		$	103		$	91		$	12		$	32		$	35		$	(3	)	$	67		$	68		$	(1	)
Operating Expenses
Fuel used in electric generation and purchased power	13			14			(1		)	42			37			5			15			14			1			29			29			—
Operation, maintenance and other	21			70			(49		)	47			145			(98		)	3			19			(16		)	6			27			(21		)
Depreciation and amortization	27			37			(10		)	79			108			(29		)	37			26			11			70			52			18
Property and other taxes	3			8			(5		)	10			25			(15		)	4			4			—			8			7			1
Impairment charges	—			—			—			7			2			5			—			7			(7		)	—			7			(7		)
Total operating expenses	64			129			(65		)	185			317			(132		)	59			70			(11		)	113			122			(9		)
Gains on Sales of Other Assets and Other, net	4			3			1			15			14			1
Gains (Loss) on Sales of Other Assets and Other, net																			2			6			(4		)	(99		)	11			(110		)
Operating Loss	(25		)	(94		)	69			(67		)	(212		)	145			(25		)	(29		)	4			(145		)	(43		)	(102		)
Other Income and Expenses	51			24			27			100			60			40
Other Income and Expenses, net																			27			29			(2		)	41			50			(9		)
Interest Expense	150			157			(7		)	423			553			(130		)	164			139			25			321			273			48
Loss Before Income Taxes	(124		)	(227		)	103			(390		)	(705		)	315			(162		)	(139		)	(23		)	(425		)	(266		)	(159		)
Income Tax Benefit	(93		)	(49		)	(44		)	(193		)	(276		)	83			(28		)	(48		)	20			(27		)	(100		)	73
Less: Income Attributable to Noncontrolling Interests	3			3			—			8			7			1			2			3			(1		)	4			5			(1		)
Net Expense	$	(34	)	$	(181	)	$	147		$	(205	)	$	(436	)	$	231
Net Loss																			$	(136	)	$	(94	)	$	(42	)	$	(402	)	$	(171	)	$	(231	)

Three Months Ended ~~September~~June 30, ~~2017,~~2018, as Compared to ~~September~~June 30, ~~2016~~2017

Other's ~~lower~~higher net ~~expense~~loss was driven by ~~tax benefits, insurance proceeds resulting from settlement of the shareholder litigation related to the Progress Energy merger, prior year donations to the Duke Energy Foundation~~increased interest expense and lower ~~severance expenses.~~income tax benefit. The following is a detailed discussion of the variance drivers by line item.

~~Operating Expenses.~~Interest Expense. The ~~decrease~~variance was primarily due to ~~prior year donations to the Duke Energy Foundation, less captive insurance losses for Bison Insurance Company Limited and prior year severance expense related to cost savings initiatives.~~

~~Other Income and Expenses.~~ ~~The~~an increase ~~was driven by insurance proceeds resulting from settlement of the shareholder litigation related to the Progress Energy merger and higher earnings from the equity method investment~~ in ~~National Methanol Company (NMC).~~

~~Interest Expense.~~ ~~The decrease was driven by prior year losses on forward-starting interest rate swaps related to Piedmont pre-acquisition financing, partially offset by additional~~ long-term debt ~~outstanding in the current year. For additional information see Notes~~ as well as higher short-term interest rates.2 ~~and~~ 10 ~~to the Condensed Consolidated Financial Statements, "Acquisitions and Dispositions" and "Derivatives and Hedging," respectively.~~

~~PART I~~

Income Tax Benefit. The variance was primarily due to ~~higher tax benefits resulting from legal entity restructuring,~~ the ~~2016 North Carolina~~lower statutory corporate federal income tax rate ~~reduction and prior year unfavorable impacts of finalizing federal tax audits,~~under the Tax Act, partially offset by ~~lower~~an increase in pretax losses. For additional information, see Note 17 to the Condensed Consolidated Financial Statements, "Income Taxes."

~~Nine~~

Six Months Ended ~~September~~June 30, ~~2017,~~2018, as Compared to ~~September~~June 30, ~~2016~~2017

Other's ~~lower~~higher net ~~expense~~loss was driven by ~~prior year losses~~the loss on ~~forward-starting interest rate swaps, prior year donations to the Duke Energy Foundation, insurance proceeds resulting from settlement~~sale of the ~~shareholder litigation related to the Progress Energy merger~~retired Beckjord station, higher interest expense and ~~decreased severance expenses.~~lower income tax benefit. The following is a detailed discussion of the variance drivers by line item.

~~Operating Expenses.~~Gains (Loss) on Sales of Other Assets and Other, net. The decrease was primarily due to prior year severance expenses related to cost savings initiatives, prior year donations to the Duke Energy Foundation and lower franchise taxes resulting from a North Carolina law change.

~~Other Income and Expenses.~~ ~~The increase~~variance was driven by ~~insurance proceeds resulting from settlement~~the loss on sale of the ~~shareholder litigation~~retired Beckjord station, a nonregulated facility retired during 2014, including the transfer of coal ash basins and other real property and indemnification from any and all potential future claims related to the ~~Progress Energy merger and higher earnings from the equity method investment in NMC.~~property, whether arising under environmental laws or otherwise.

Interest Expense. The ~~decrease~~variance was primarily ~~by prior year losses on forward-starting~~due to an increase in long-term debt, as well as higher short-term interest rate swaps related to Piedmont pre-acquisition financing, partially offset by higher interest costs on $3.75 billion of debt issued in August 2016 to fund the acquisition. For additional information see Notes 2 ~~and~~ 10 ~~to the Condensed Consolidated Financial Statements, "Acquisitions and Dispositions" and "Derivatives and Hedging," respectively.~~rates.

Income Tax Benefit. The variance was primarily due to ~~a decrease in pretax losses,~~the valuation allowance against AMT credits and the lower statutory corporate federal income tax rate under the Tax Act, partially offset by ~~tax benefits resulting from legal entity restructuring and~~an increase in pretax losses. For additional information, see Note 17 to the ~~net impact of North Carolina corporate tax rate reductions in 2017 and 2016.~~Condensed Consolidated Financial Statements, "Income Taxes."

Matters Impacting Future Other Results

Included in Other is Duke Energy Ohio's 9 percent ownership interest in the Ohio Valley Electric Corporation (OVEC), which owns 2,256 MW of coal-fired generation capacity. As a counterparty to an inter-company power agreement (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, including Duke Energy Ohio, based on their power participation ratio. The value of the ICPA is subject to variability due to fluctuations in power prices and changes in OVEC’s costs of business. ~~Deterioration in the credit quality or~~On March 31, 2018, FES, a subsidiary of FirstEnergy and an ICPA counterparty with a power participation ratio of 4.85 percent, filed for Chapter 11 bankruptcy, ~~of one or more parties~~

PART I

which could increase costs allocated to the ~~ICPA could increase~~counterparties. Duke Energy cannot predict the ~~costs~~impact of ~~OVEC.~~the bankruptcy filing on its OVEC interests. In addition, certain proposed environmental rulemaking costs could result in future increased OVEC cost allocations. ~~For information~~

On March 2, 2017, Duke Energy Ohio filed an electric distribution base rate application with the PUCO to address recovery of electric distribution system capital investments and any increase in expenditures subsequent to previous rate cases. On April 13, 2018, Duke Energy Ohio filed a Stipulation with the PUCO to resolve issues in the electric distribution base rate case and other regulatory matters. If approved by PUCO, the Stipulation would allow for Duke Energy Ohio to recover gains and losses incurred on ~~Duke Energy's regulatory filings~~and after January 1, 2018, related to OVEC, ~~see~~through the Price Stabilization Rider and, as a result, Duke Energy Ohio may move its ownership interest to the Electric Utilities and Infrastructure segment. Hearings will conclude on August 6, 2018. See Note 43 to the Condensed Consolidated Financial Statements, “Regulatory ~~Matters.”~~Matters” for additional information.

~~The retired Beckjord generating station (Beckjord), a nonregulated facility retired during 2014, is not subject to~~See "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations," in the ~~U.S. Environmental Protection Agency (EPA) rule related to~~Duke Energy Registrants' Annual Reports on Form 10-K/A for the ~~disposal~~year ended December 31, 2017, for discussion of ~~CCR from electric utilities. However, if costs are incurred as a result of environmental regulations or to mitigate risk~~risks associated with ~~on-site storage of coal ash,~~ the ~~costs could have an adverse impact on Other's financial position, results of operations and cash flows.~~Tax Act.

Earnings from an equity method investment in NMC reflect sales of methanol and methyl tertiary butyl ether (MTBE), which generate margins that are directionally correlated with Brent crude oil prices. Weakness in the market price of Brent crude oil and related commodities may result in a decline in earnings. In October 2017, Duke Energy's economic ownership interest in NMC decreased from 25 percent to 17.5 percent.

On November 2, 2017, the U.S. House of Representatives issued its proposal for comprehensive tax reform. The U.S. Senate has not yet issued its related proposal. There is uncertainty as to whether any form of tax reform will become law and, if so, what provisions may be included in the final tax reform. Any substantial revision to the U.S. tax code, including a loss of the ability to deduct interest expense, could adversely impact Duke Energy's future earnings, cash flows or financial position.

~~(LOSS) INCOME FROM DISCONTINUED OPERATIONS, NET OF TAX~~

Three Months Ended September 30, Nine Months Ended September 30,
(in millions) 2017
2016
Variance
2017
2016
Variance
(Loss) Income From Discontinued Operations, net of tax $ (2 ) $ 180
$ (182 ) $ (4 ) $ 190
$ (194 )

~~Three Months Ended September 30, 2017, as Compared to September 30, 2016~~

The variance was primarily driven by a $122 million income tax benefit in the prior year resulting from immaterial out of period deferred tax liability adjustments, as well as earnings from the International Disposal Group, which was sold in December 2016. For additional information see Note 2 to the Condensed Consolidated Financial Statements, "Acquisitions and Dispositions."

~~Nine Months Ended September 30, 2017, as Compared to September 30, 2016~~

The variance was primarily driven by a $122 million income tax benefit in the prior year resulting from immaterial out of period deferred tax liability adjustments, as well as operating earnings from the International Disposal Group, partially offset by an impairment charged related to certain assets in Central America that were sold in 2016. For additional information see Note 2 to the Condensed Consolidated Financial Statements, "Acquisitions and Dispositions."

~~PART I~~

DUKE ENERGY CAROLINAS

Management’s Discussion and Analysis should be read in conjunction with the accompanying Condensed Consolidated Financial Statements and Notes for the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, and ~~2016~~2017 and the Annual Report on Form ~~10-K~~10-K/A for the year ended December 31, ~~2016.~~2017.

Results of Operations


	Nine Months Ended September 30,								Six Months Ended June 30,
(in millions)	2017		2016			Variance			2018			2017		Variance
Operating Revenues	$	5,581	$	5,641		$	(60	)	$	3,435		$	3,445	$	(10	)
Operating Expenses
Fuel used in electric generation and purchased power	1,394		1,391			3			880			863		17
Operation, maintenance and other	1,431		1,481			(50		)	950			978		(28		)
Depreciation and amortization	804		802			2			561			523		38
Property and other taxes	206		206			—			147			139		8
Impairment charges									190			—		190
Total operating expenses	3,835		3,880			(45		)	2,728			2,503		225
Losses on Sales of Other Assets and Other, net	—		(1		)	1			(1		)	—		(1		)
Operating Income	1,746		1,760			(14		)	706			942		(236		)
Other Income and Expenses	99		121			(22		)
Other Income and Expenses, net									74			100		(26		)
Interest Expense	314		316			(2		)	217			206		11
Income Before Income Taxes	1,531		1,565			(34		)	563			836		(273		)
Income Tax Expense	522		539			(17		)	123			293		(170		)
Net Income	$	1,009	$	1,026		$	(17	)	$	440		$	543	$	(103	)

The following table shows the percent changes in GWh sales and average number of customers. The percentages for retail customer classes represent billed sales only. Total sales includes billed and unbilled retail sales and wholesale sales to incorporated municipalities, public and private utilities and power marketers. Amounts are not weather-normalized.



Increase (Decrease) over prior year	~~2017~~2018
Residential sales	~~(6.7~~14.9	)%
General service sales	~~(2.1~~4.5	)%
Industrial sales	(~~0.5~~1.2	)%
Wholesale power sales	~~3.9~~14.7	%
Joint dispatch sales	~~87.6~~3.9	%
Total sales	~~(2.5~~6.8	)%
Average number of customers	1.5	%

~~Nine~~Six Months Ended ~~September~~June 30, ~~2017,~~2018, as Compared to ~~September~~June 30, ~~2016~~2017

Operating Revenues. The variance was driven primarily by:

a ~~$213~~$122 million decrease in retail sales due to revenues subject to refund to customers associated with the lower statutory federal corporate tax rate under the Tax Act;

a $47 million decrease in rider revenues primarily related to energy efficiency programs; and

an $11 million decrease in wholesale power revenues, net of sharing and fuel, primarily due to wholesale customer refunds in the current year related to a FERC order on a complaint filed by the PMPA, partially offset by higher revenues related to recovery of coal ash costs.

PART I

Partially offset by:

a $126 million increase in retail sales, net of fuel revenues, due to ~~less~~ favorable weather in the current ~~year.~~year;

a $29 million increase in fuel related revenues primarily due to higher sales; and

a $23 million increase in weather-normal retail sales volumes.

Operating Expenses. The variance was driven primarily by:

a $190 million increase in impairment charges, primarily due to the impacts of the North Carolina rate order and charges related to coal ash costs in South Carolina;

a $38 million increase in depreciation and amortization primarily due to additional plant in service and higher amortization of deferred coal ash costs, partially offset by lower amortization of certain regulatory assets; and

a $17 million increase in fuel used in electric generation and purchased power primarily due to higher sales.

Partially offset by:

~~an $89 million increase in rider revenues and retail pricing primarily related to energy efficiency programs;~~

a ~~$30 million increase in weather-normal sales volumes to retail customers, net of fuel revenues;~~

~~a $15 million increase in wholesale power revenues, net of sharing and fuel revenues, primarily due to additional volumes for customers served under long-term contracts; and~~

~~an $8 million increase in fuel revenues primarily due to changes in generation mix.~~

~~Operating Expenses.~~ ~~The variance was primarily due to a $50~~$28 million decrease in operation, maintenance and other expense primarily due to lower ~~expenses at generating plants, lower storm restoration costs and lower severance expenses, partially offset by higher~~ energy efficiency program ~~costs and higher distribution maintenance expenses.~~costs.

Other Income and Expenses. The variance was primarily due to lower AFUDC equity and a decrease in recognition of post in-service equity returns for projects that ~~had been~~were completed prior to being reflected in customer rates.

Interest Expense. The variance was primarily due to higher debt outstanding.

Income Tax Expense. The variance was primarily due to athe lower statutory federal corporate tax rate under the Tax Act. The ETRs for the six months ended June 30, 2018, and 2017 were 21.8 percent and 35.0 percent, respectively. The decrease in ~~pretax income~~the ETR was primarily due to the lower statutory federal corporate tax rate under the Tax Act and ~~the favorable impact~~levelization for annual amortization of ~~research credits. The effective tax rates for the nine months ended September 30, 2017, and 2016 were 34.1 percent and 34.4 percent, respectively.~~

~~Matters Impacting Future Results~~

An order from regulatory authorities disallowing recovery of costs related to closure of ash impoundments could have an adverse impact on Duke Energy Carolinas' financial position, results of operations and cash flows. Seestate excess deferred taxes. For additional information, see Note 417 to the Condensed Consolidated Financial Statements, ~~“Regulatory Matters” and Note 9 in Duke Energy's Annual Report on Form 10-K for the year ended December 31, 2016, "Asset Retirement Obligations,~~"Income Taxes." ~~for additional information.~~

~~PART I~~

Matters Impacting Future Results

On May 18, 2016, the NCDEQ issued proposed risk classifications for all coal ash surface impoundments in North Carolina. All ash impoundments not previously designated as high priority by the Coal Ash Act were designated as intermediate risk. Certain impoundments classified as intermediate risk, however, may be reassessed in the future as low risk pursuant to legislation ~~signed by the former North Carolina governor~~enacted on July 14, 2016. Duke Energy Carolinas' estimated AROs related to the closure of North Carolina ash impoundments are based upon the mandated closure method or a probability weighting of potential closure methods for the impoundments that may be reassessed to low risk. As the final risk ranking classifications in North Carolina are delineated, final closure plans and corrective action measures are developed and approved for each site, the closure work progresses, and the closure method scope and remedial action methods are determined, the complexity of work and the amount of coal combustion material could be different than originally estimated and, therefore, could materially impact Duke Energy Carolinas' results of operations, financial ~~position.~~position and cash flows.

On June 22, 2018, Duke Energy Carolinas received an order from the NCUC, which denied the Grid Rider Stipulation and deferral treatment of Power/Forward costs. Duke Energy Carolinas may petition for deferral of grid modernization costs outside of a general rate case proceeding if it can show financial hardship or a stipulation that includes greater consensus among intervening parties on costs being classified as grid modernization. Duke Energy Carolinas' results of operations, financial position and cash flows could be adversely impacted if grid modernization costs are not ultimately approved for recovery and/or deferral treatment. See Note ~~9 in Duke Energy's Annual Report on Form 10-K for~~3 to the ~~year ended December 31, 2016, "Asset Retirement Obligations,"~~Condensed Consolidated Financial Statements, “Regulatory Matters,” for additional information.

Duke Energy Carolinas is a party to multiple lawsuits and subject to fines and other penalties related to operations at certain North Carolina facilities with ash basins. In addition, the order issued in the Duke Energy Carolinas North Carolinas rate cases supporting recovery of past coal ash remediation costs have been appealed by various parties. The outcome of these appeals, lawsuits, fines and penalties could have an adverse impact on Duke Energy Carolinas’ ~~financial position,~~ results of operations, financial position and cash flows. See ~~Note 5~~Notes 3 and 4 to the Condensed Consolidated Financial Statements, "Regulatory Matters" and “Commitments and Contingencies,” respectively, for additional information.

See "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations," in the Duke Energy ~~Carolinas filed a general rate case~~Registrants' Annual Reports on ~~August 25,~~Form 10-K/A for the year ended December 31, 2017, ~~to recover costs~~for discussion of ~~complying~~risks associated with ~~CCR regulations and~~ the Coal Ash Act, as well as costs of capital investments in generation, transmission and distribution systems and any increase in expenditures subsequent to previous rate cases. Duke Energy Carolinas' earnings could be adversely impacted if the rate increase is delayed or denied by the NCUC.Tax Act.

PART I

PROGRESS ENERGY

Results of Operations


	Nine Months Ended September 30,							Six Months Ended June 30,
(in millions)	2017		2016		Variance			2018		2017		Variance
Operating Revenues	$	7,435	$	7,645	$	(210	)	$	5,074	$	4,571	$	503
Operating Expenses
Fuel used in electric generation and purchased power	2,588		2,832		(244		)	1,871		1,557		314
Operation, maintenance and other	1,650		1,699		(49		)	1,233		1,109		124
Depreciation and amortization	958		904		54			764		624		140
Property and other taxes	386		375		11			254		246		8
Impairment charges	137		4		133			33		2		31
Total operating expenses	5,719		5,814		(95		)	4,155		3,538		617
Gains on Sales of Other Assets and Other, net	19		18		1			12		14		(2		)
Operating Income	1,735		1,849		(114		)	931		1,047		(116		)
Other Income and Expenses	65		79		(14		)
Other Income and Expenses, net								77		76		1
Interest Expense	595		497		98			412		402		10
Income Before Income Taxes	1,205		1,431		(226		)	596		721		(125		)
Income Tax Expense	384		496		(112		)	92		243		(151		)
Net Income	821		935		(114		)	504		478		26
Less: Net Income Attributable to Noncontrolling Interests	7		8		(1		)	4		5		(1		)
Net Income Attributable to Parent	$	814	$	927	$	(113	)	$	500	$	473	$	27

~~Nine~~Six Months Ended ~~September~~June 30, ~~2017,~~2018, as Compared to ~~September~~June 30, ~~2016~~2017

Operating Revenues. The variance was driven primarily by:

a ~~$256~~$335 million ~~decrease~~increase in fuel related revenues due to ~~lower retail~~higher sales, increases in fuel and ~~changes in generation mix~~capacity rates billed to customers, and increased demand at Duke Energy ~~Progress, as well as decreased capacity rates to retail customers at Duke Energy Florida, partially offset by~~ Florida;

an ~~increase in fuel rates to retail customers; and~~

~~a $132~~$86 million ~~decrease~~increase in retail sales, net of fuel revenues, due to ~~less~~ favorable weather in the current ~~year, including lost revenues related to Hurricane Irma at Duke Energy Florida.~~year;

~~Partially offset by:~~

~~an $81~~a $54 million increase in retail pricing due to the ~~base rate adjustment for the Osprey acquisition and the completion~~impacts of ~~the Hines Energy Complex Chiller Uprate Project, as well as~~ the Duke Energy Progress North Carolina and South Carolina rate ~~case;~~cases;

a $50 million increase in wholesale power revenues, net of fuel, primarily due to coal ash recovery in the current year at Duke Energy Progress; and

a ~~$79~~$29 million increase in ~~rider~~Joint Asset Agency Rider revenues ~~related~~primarily due to ~~energy efficiency programs~~the implementation of new base rates.

Partially offset by:

a $65 million decrease in retail sales due to revenues subject to refund to customers associated with the lower statutory federal corporate tax rate under the Tax Act at Duke Energy ~~Progress, as well as nuclear asset securitization beginning in July 2016 and extended uprate project revenues beginning in 2017 at Duke Energy Florida.~~Progress.

Operating Expenses. The variance was driven primarily by:

a ~~$244~~$314 million ~~decrease~~increase in fuel ~~expense~~used in electric generation and purchased power primarily due to higher sales, higher deferred fuel and capacity expenses, and increased purchased power, partially offset by lower ~~retail sales~~generation costs at Duke Energy Florida;

a $140 million increase in depreciation and ~~changes in generation mix~~amortization primarily due to higher amortization of deferred coal ash costs and new depreciation rates per the North Carolina rate case at Duke Energy Progress, ~~as well as decreased purchased power~~ and ~~lower capacity costs, partially offset by higher generation~~accelerated depreciation of Crystal River Units 4 and ~~deferred fuel costs~~5 and additional plant in service at Duke Energy Florida; ~~and~~

a ~~$49~~$124 million ~~decrease~~increase in operation, maintenance and other ~~expense~~primarily due to ~~lower~~ storm ~~restoration costs~~cost amortization at Duke Energy ~~Progress, lower planned outage costs~~Florida and ~~lower severance expenses, partially offset by higher storm restoration costs~~impacts associated with the North Carolina rate case at Duke Energy ~~Florida.~~

~~Partially offset by:~~Progress; and

a ~~$133~~$31 million increase in impairment charges primarily due to the ~~write-off of remaining unrecovered Levy Nuclear Project costs in~~impacts associated with the ~~current year~~North Carolina rate case at Duke Energy ~~Florida; and~~

~~a $54 million increase in depreciation and amortization expense primarily due to nuclear regulatory asset amortization, as well as additional plant in service at Duke Energy Florida.~~

~~Interest Expense.~~ The variance was primarily due to higher debt outstanding, as well as interest charges on North Carolina fuel overcollections at Duke Energy Progress and lower debt returns driven by the CR3 regulatory asset debt return ending in June 2016 upon securitization at Duke Energy Florida.

~~PART I~~

Progress.

Income Tax Expense. The variance was primarily due to ~~a decrease in pretax income.~~the lower statutory federal corporate tax rate under the Tax Act. The ~~effective tax rates~~ETRs for the ~~nine~~six months ended ~~September~~June 30, 2018, and 2017 ~~and 2016~~ were ~~31.9~~15.4 percent and ~~34.7~~33.7 percent, respectively. The decrease in the ~~effective tax rate~~ETR was primarily due to the ~~favorable impact of research credits and~~ lower ~~North Carolina~~statutory federal corporate tax ~~rates.~~

~~Matters Impacting Future Results~~

~~An order from regulatory authorities disallowing recovery~~rate under the Tax Act and levelization for annual amortization of ~~costs related to closure of ash impoundments could have an adverse impact on Progress Energy’s financial position, results of operations~~federal and ~~cash flows. See~~state excess deferred taxes. For additional information, see Note 417 to the Condensed Consolidated Financial Statements, ~~“Regulatory Matters” and Note 9 in Duke Energy's Annual Report on Form 10-K for the year ended December 31, 2016, "Asset Retirement Obligations,~~"Income Taxes." ~~for additional information.~~

PART I

Matters Impacting Future Results

On May 18, 2016, the NCDEQ issued proposed risk classifications for all coal ash surface impoundments in North Carolina. All ash impoundments not previously designated as high priority by the Coal Ash Act were designated as intermediate risk. Certain impoundments classified as intermediate risk, however, may be reassessed in the future as low risk pursuant to legislation ~~signed by the former North Carolina governor~~enacted on July 14, 2016. Progress Energy's estimated AROs related to the closure of North Carolina ash impoundments are based upon the mandated closure method or a probability weighting of potential closure methods for the impoundments that may be reassessed to low risk. As the final risk ranking classifications in North Carolina are delineated, final closure plans and corrective action measures are developed and approved for each site, the closure work progresses, and the closure method scope and remedial action methods are determined, the complexity of work and the amount of coal combustion material could be different than originally estimated and, therefore, could materially impact Progress Energy's results of operations, financial ~~position. See Note 9 in Duke Energy's Annual Report on Form 10-K for the year ended December 31, 2016, "Asset Retirement Obligations," for additional information.~~position and cash flows.

Duke Energy Progress is a party to multiple lawsuits and subject to fines and other penalties related to operations at certain North Carolina facilities with ash basins. As noted above, the order issued in the Duke Energy Progress North Carolinas rate cases supporting recovery of past coal ash remediation costs have been appealed by various parties. The outcome of these appeals, lawsuits, fines and penalties could have an adverse impact on Progress Energy’s ~~financial position,~~ results of operations, financial position and cash flows. See Notes 3 and 4 to the Condensed Consolidated Financial Statements, "Regulatory Matters" and “Commitments and Contingencies,” respectively, for additional information.

Duke Energy Carolinas received an order from the NCUC, which denied the Grid Rider Stipulation and deferral treatment of Power/Forward costs. The NCUC did allow Duke Energy Carolinas to petition for deferral of grid modernization costs outside of a general rate case proceeding if it can show financial hardship or a stipulation that includes greater consensus among intervening parties on costs being classified as grid modernization. While Duke Energy Progress did not request recovery of these costs in its most recent case with the NCUC, Duke Energy Progress may request recovery of certain grid modernization costs in future regulatory proceedings. If the NCUC were to rule similarly, Progress Energy's results of operations, financial position and cash flows could be adversely impacted if grid modernization costs are not ultimately approved for recovery and/or deferral treatment. See Note 3 to the Condensed Consolidated Financial Statements, “Regulatory Matters,” for additional information.

On June 30, 2017, CertainTeed filed a declaratory judgment action against Duke Energy Progress in the North Carolina Business Court relating to a gypsum supply agreement. In its complaint, CertainTeed sought an order from the court declaring that the minimum amount of gypsum Duke Energy Progress must provide to CertainTeed under the supply agreement is 50,000 tons per month through 2029. The trial for this matter concluded on July 16, 2018. If Duke Energy Progress does not prevail, it will have to either purchase additional gypsum on the open market to fulfill its contractual obligation through 2029 or pay some amount of liquidated damages that could have an adverse impact on Progress Energy's results of operations, financial position and cash flows. See Note 54 to the Condensed Consolidated Financial Statements, “Commitments and Contingencies,” for additional information.

~~In the fourth quarter of 2016, Hurricane Matthew caused historic flooding, extensive damage and widespread power outages within the~~

Duke Energy ~~Progress service territory. Duke Energy Progress filed a petition with~~Florida is constructing the ~~NCUC requesting an accounting order~~1,640-MW combined-cycle natural gas plant in Citrus County, Florida, and expects it to ~~defer incremental operation~~be commercially available in 2018. Failure to complete the construction and ~~maintenance and capital~~achieve commercial operations by the end of 2018 or actual costs ~~incurred~~ in response to Hurricane Matthew and other significant 2016 storms. Current estimated incremental costs are approximately $116 million. The NCUC will address this request in Duke Energy Progress' currently pending rate case. A final order from the NCUC that disallows the deferral and future recovery of all or a significant portionexcess of the ~~incremental storm restoration costs incurred~~estimated amount not collected from customers could ~~result in an adverse~~materially impact on Progress Energy's ~~financial position,~~ results of operations, financial position and cash flows.

Duke Energy Progress filed a general rate case with the NCUC on June 1, 2017. Duke Energy Progress will seek to recover costs of complying with CCR regulations and the Coal Ash Act, as well as costs of capital investments in generation, transmission and distribution systems and any increase in expenditures subsequent to previous rate cases. Progress Energy's earnings could be adversely impacted if the rate increase is delayed or denied by the NCUC.

~~On August 29, 2017, Duke Energy Florida filed the 2017 Settlement with the FPSC. The 2017 Settlement was approved by the FPSC on October 25, 2017.~~ See Note 43 to the Condensed Consolidated Financial Statements, “Regulatory Matters,” for additional ~~information about~~information.

On February 6, 2018, the ~~2017 Settlement. In accordance with~~FPSC approved a stipulation that would apply tax savings resulting from the ~~2017 Settlement,~~Tax Act toward storm costs effective January 2018 in lieu of implementing a storm surcharge. On May 31, 2018, Duke Energy Florida ~~will not seek~~filed for recovery of ~~any~~the storm costs. Storm costs ~~associated with~~are currently expected to be fully recovered by approximately mid-2021. The evidentiary hearing in this storm cost matter is scheduled for the ~~ongoing Westinghouse contract litigation, which is currently being appealed.~~week of October 15, 2018. An order disallowing recovery of these costs could have an adverse impact on Progress Energy's results of operations, financial position and cash flows. See Note 53 to the Condensed Consolidated Financial Statements, ~~“Commitments and Contingencies”~~“Regulatory Matters,” for additional ~~information about the litigation. An unfavorable appeals ruling on that matter could have an adverse impact on Duke Energy Florida’s financial position, results~~information.

See "Item 7. Management's Discussion and Analysis of ~~operations~~Financial Condition and ~~cash flows.~~

~~In September 2017, Hurricane Irma caused extensive damage and widespread power outages within~~Results of Operations," in the Duke Energy ~~Florida service territory. Duke Energy Florida has not completed~~Registrants' Annual Reports on Form 10-K/A for the ~~final accumulation~~year ended December 31, 2017, for discussion of ~~storm restoration costs incurred. Total storm restoration costs, including capital, are currently estimated at approximately $500 million. In accordance~~risks associated with ~~a regulatory order with FPSC, certain incremental operation and maintenance storm restoration costs are classified as a regulatory asset recognizing~~ the probable recoverability of these costs under FPSC's storm rule. The Company will make a petition by the end of 2017 to FPSC for recovery of costs. Duke Energy Florida's cash flows could be impacted by the timing of cost recovery. See Note 4, "Regulatory Matters," to the Condensed Consolidated Financial Statements for additional information.Tax Act.

PART I

DUKE ENERGY PROGRESS

Results of Operations


	Nine Months Ended September 30,							Six Months Ended June 30,
(in millions)	2017		2016		Variance			2018		2017		Variance
Operating Revenues	$	3,878	$	4,103	$	(225	)	$	2,751	$	2,418	$	333
Operating Expenses
Fuel used in electric generation and purchased power	1,214		1,441		(227		)	917		739		178
Operation, maintenance and other	1,032		1,067		(35		)	756		704		52
Depreciation and amortization	536		526		10			470		354		116
Property and other taxes	120		119		1			75		80		(5		)
Impairment charges	—		1		(1		)	33		—		33
Total operating expenses	2,902		3,154		(252		)	2,251		1,877		374
Gains on Sales of Other Assets and Other, net	3		2		1			2		3		(1		)
Operating Income	979		951		28			502		544		(42		)
Other Income and Expenses	47		47		—
Other Income and Expenses, net								37		57		(20		)
Interest Expense	217		188		29			159		152		7
Income Before Income Taxes	809		810		(1		)	380		449		(69		)
Income Tax Expense	262		271		(9		)	64		148		(84		)
Net Income	$	547	$	539	$	8		$	316	$	301	$	15

The following table shows the percent changes in GWh sales and average number of customers. The percentages for retail customer classes represent billed sales only. Total sales includes billed and unbilled retail sales, and wholesale sales to incorporated municipalities, public and private utilities and power marketers. Amounts are not weather-normalized.



Increase (Decrease) over prior period	~~2017~~2018
Residential sales	~~(4.6~~14.3	)%
General service sales	~~(2.0~~3.2	)%
Industrial sales	~~0.5~~(0.3	)%
Wholesale power sales	~~(5.6~~10.9	)%
Joint dispatch sales	(~~35.3~~9.1	)%
Total sales	~~(7.4~~6.2	)%
Average number of customers	~~1.3~~1.5	%

~~Nine~~Six Months Ended ~~September~~June 30, ~~2017,~~2018, as Compared to ~~September~~June 30, ~~2016~~2017

Operating Revenues. The variance was driven primarily by:

a ~~$242~~$199 million ~~decrease~~increase in fuel related revenues due to ~~lower~~higher retail sales and ~~changes~~increases in ~~generation mix; and~~fuel rates billed to customers;

a ~~$73~~$62 million ~~decrease~~increase in retail sales, net of fuel revenues, due to ~~less~~ favorable weather in the current ~~year.~~

~~Partially offset by:~~year;

a ~~$41 million increase in rider revenues primarily due to energy efficiency programs;~~

~~a $29~~$54 million increase in retail pricing due to the ~~Duke Energy Progress~~impacts of the North Carolina and South Carolina rate ~~case;~~cases;

a ~~$21~~$50 million increase in wholesale power revenues, net of fuel, primarily due to ~~higher peak demand.~~recovery of coal ash costs; and

a $29 million increase in Joint Asset Agency Rider revenues primarily due to the implementation of new base rates.

Partially offset by:

a $65 million decrease due to revenues subject to refund to customers associated with the lower statutory federal corporate tax rate under the Tax Act.

Operating Expenses. The variance was driven primarily by:

a ~~$227~~$178 million ~~decrease~~increase in fuel ~~expense~~used in electric generation and purchased power primarily due to ~~lower retail~~higher sales and ~~changes in generation mix; and~~higher deferred fuel expenses;

a ~~$35~~$116 million ~~decrease~~increase in depreciation and amortization primarily due to higher amortization of deferred coal ash costs and new depreciation rates per the North Carolina rate case;

a $52 million increase in operation, maintenance and other expense primarily due to ~~lower storm restoration costs.~~higher operational costs that are recoverable in rates and impacts associated with the North Carolina rate case; and

PART I

a $33 million increase in impairment charges due to the impacts associated with the North Carolina rate case.

~~Interest Expense.~~Other Income and Expenses. The ~~increase~~variance was primarily ~~due~~driven by lower income from non-service components of employment benefit costs. For additional information on employee benefit costs, see Note 16 to ~~higher debt outstanding, as well as interest charges on North Carolina fuel overcollections.~~the Condensed Consolidated Financial Statements, "Employee Benefit Plans."

Income Tax Expense. The variance was primarily due to the ~~favorable impact of research credits and~~ lower ~~North Carolina~~statutory federal corporate tax ~~rates~~rate under the Tax Act. The ~~effective tax rates~~ETRs for the ~~nine~~six months ended ~~September~~June 30, 2018, and 2017 ~~and 2016~~ were ~~32.4~~16.8 percent and ~~33.5~~33.0 percent, respectively. The decrease in the ~~effective tax rate~~ETR was primarily due to the ~~favorable impact of research credits and~~ lower ~~North Carolina~~statutory federal corporate tax ~~rates.~~

~~PART I~~

~~Matters Impacting Future Results~~

~~An order from regulatory authorities disallowing recovery~~rate under the Tax Act and levelization for annual amortization of ~~costs related to closure of ash impoundments could have an adverse impact on Duke Energy Progress’ financial position, results of operations and cash flows. See~~state excess deferred taxes. For additional information, see Note 417 to the Condensed Consolidated Financial Statements, ~~“Regulatory Matters” and Note 9 in Duke Energy's Annual Report on Form 10-K for the year ended December 31, 2016, "Asset Retirement Obligations,~~"Income Taxes." ~~for additional information.~~

Matters Impacting Future Results

On May 18, 2016, the NCDEQ issued proposed risk classifications for all coal ash surface impoundments in North Carolina. All ash impoundments not previously designated as high priority by the Coal Ash Act were designated as intermediate risk. Certain impoundments classified as intermediate risk, however, may be reassessed in the future as low risk pursuant to legislation ~~signed by the former North Carolina governor~~enacted on July 14, 2016. Duke Energy Progress' estimated AROs related to the closure of North Carolina ash impoundments are based upon the mandated closure method or a probability weighting of potential closure methods for the impoundments that may be reassessed to low risk. As the final risk ranking classifications in North Carolina are delineated, final closure plans and corrective action measures are developed and approved for each site, the closure work progresses, and the closure method scope and remedial action methods are determined, the complexity of work and the amount of coal combustion material could be different than originally estimated and, therefore, could materially impact Duke Energy Progress' results of operations, financial ~~position. See Note 9 in Duke Energy's Annual Report on Form 10-K for the year ended December 31, 2016, "Asset Retirement Obligations," for additional information.~~position and cash flows.

Duke Energy Progress is a party to multiple lawsuits and subject to fines and other penalties related to operations at certain North Carolina facilities with ash basins. As noted above, the order issued in the Duke Energy Progress North Carolinas rate cases supporting recovery of past coal ash remediation costs have been appealed by various parties. The outcome of these appeals, lawsuits, fines and penalties could have an adverse impact on Duke Energy Progress’ ~~financial position,~~ results of operations, financial position and cash flows. See Notes 3 and 4 to the Condensed Consolidated Financial Statements, "Regulatory Matters" and “Commitments and Contingencies,” respectively, for additional information.

Duke Energy Carolinas received an order from the NCUC, which denied the Grid Rider Stipulation and deferral treatment of Power/Forward costs. The NCUC did allow Duke Energy Carolinas to petition for deferral of grid modernization costs outside of a general rate case proceeding if it can show financial hardship or a stipulation that includes greater consensus among intervening parties on costs being classified as grid modernization. While Duke Energy Progress did not request recovery of these costs in its most recent case with the NCUC, Duke Energy Progress may request recovery of certain grid modernization costs in future regulatory proceedings. If the NCUC were to rule similarly, Duke Energy Progress' results of operations, financial position and cash flows could be adversely impacted if grid modernization costs are not ultimately approved for recovery and/or deferral treatment. See Note 3 to the Condensed Consolidated Financial Statements, “Regulatory Matters,” for additional information.

On June 30, 2017, CertainTeed filed a declaratory judgment action against Duke Energy Progress in the North Carolina Business Court relating to a gypsum supply agreement. In its complaint, CertainTeed sought an order from the court declaring that the minimum amount of gypsum Duke Energy Progress must provide to CertainTeed under the supply agreement is 50,000 tons per month through 2029. The trial for this matter concluded on July 16, 2018. If Duke Energy Progress does not prevail, it will have to either purchase additional gypsum on the open market to fulfill its contractual obligation through 2029 or pay some amount of liquidated damages that could have an adverse impact on its results of operations, financial position and cash flows. See Note 54 to the Condensed Consolidated Financial Statements, “Commitments and Contingencies,” for additional information.

~~In the fourth quarter~~

See "Item 7. Management's Discussion and Analysis of ~~2016, Hurricane Matthew caused historic flooding, extensive damage~~Financial Condition and ~~widespread power outages within~~Results of Operations," in the Duke Energy ~~Progress service territory. Duke Energy Progress filed a petition~~Registrants' Annual Reports on Form 10-K/A for the year ended December 31, 2017, for discussion of risks associated with the NCUC requesting an accounting order to defer incremental operation and maintenance and capital costs incurred in response to Hurricane Matthew and other significant 2016 storms. Current estimated incremental costs are approximately $116 million. The NCUC will address this request in Duke Energy Progress' currently pending rate case. A final order from the NCUC that disallows the deferral and future recovery of all or a significant portion of the incremental storm restoration costs incurred could result in an adverse impact on Duke Energy Progress' financial position, results of operations and cash flows.

Duke Energy Progress filed a general rate case with the NCUC on June 1, 2017. Duke Energy Progress will seek to recover costs of complying with CCR regulations and the Coal Ash Act, as well as costs of capital investments in generation, transmission and distribution systems and any increase in expenditures subsequent to previous rate cases. Duke Energy Progress' earnings could be adversely impacted if the rate increase is delayed or denied by the NCUC.Tax Act.

PART I

DUKE ENERGY FLORIDA

Results of Operations


	Nine Months Ended September 30,							Six Months Ended June 30,
(in millions)	2017		2016		Variance			2018		2017		Variance
Operating Revenues	$	3,551	$	3,538	$	13		$	2,318	$	2,150	$	168
Operating Expenses
Fuel used in electric generation and purchased power	1,374		1,391		(17		)	953		817		136
Operation, maintenance and other	610		623		(13		)	474		403		71
Depreciation and amortization	423		378		45			294		269		25
Property and other taxes	265		256		9			179		166		13
Impairment charges	137		4		133			—		2		(2		)
Total operating expenses	2,809		2,652		157			1,900		1,657		243
Operating Income	742		886		(144		)	418		493		(75		)
Other Income and Expenses	45		30		15
Other Income and Expenses, net								47		39		8
Interest Expense	211		143		68			137		140		(3		)
Income Before Income Taxes	576		773		(197		)	328		392		(64		)
Income Tax Expense	208		286		(78		)	57		144		(87		)
Net Income	$	368	$	487	$	(119	)	$	271	$	248	$	23

The following table shows the percent changes in GWh sales and average number of customers. The percentages for retail customer classes represent billed sales only. Wholesale power sales include both billed and unbilled sales. Total sales includes billed and unbilled retail sales, and wholesale sales to incorporated municipalities, public and private utilities and power marketers. Amounts are not weather-normalized.



Increase (Decrease) over prior period	~~2017~~2018
Residential sales	~~(3.6~~4.8	)%
General service sales	~~(1.3~~1.2	)%
Industrial sales	(~~1.4~~0.2	)%
Wholesale and other	~~18.5~~13.9	%
Total sales	~~(1.2~~2.0	)%
Average number of customers	1.5	%

~~Nine~~Six Months Ended ~~September~~June 30, ~~2017,~~2018, as Compared to ~~September~~June 30, ~~2016~~2017

Operating Revenues. The variance was driven primarily by:

a ~~$52~~$136 million increase in ~~retail pricing primarily due to the base rate adjustment for the Osprey acquisition~~fuel and ~~the completion of the Hines Energy Complex Chiller Uprate Project;~~

~~a $38 million increase in rider~~capacity revenues primarily due to ~~nuclear asset securitization beginning~~an increase in ~~July 2016~~fuel and ~~extended power uprate project revenues beginning in 2017;~~capacity rates billed to retail customers, as well as increased demand; and

a ~~$30~~$24 million increase ~~in weather-normal sales volumes to retail customers in the current year.~~

~~Partially offset by:~~

~~a $59 million decrease~~ in retail sales, net of fuel revenues, due to ~~less~~ favorable weather in the current ~~year, including lost revenues related to Hurricane Irma;~~

~~a $31 million decrease in wholesale power revenues primarily due to contracts that expired in the prior year; and~~

~~a $14 million decrease in fuel and capacity revenues primarily due to a decrease in capacity rates to retail customers, partially offset by an increase in fuel rates to retail customers.~~year.

Operating Expenses. The variance was driven primarily by:

a ~~$133~~$136 million increase in ~~impairment charges~~fuel used in electric generation and purchased power primarily due to ~~the write-off of remaining unrecovered Levy Nuclear Project costs in the current year;~~higher deferred fuel and

~~a $45 million increase in depreciation and amortization expense primarily due to nuclear regulatory asset amortization, as well as additional plant in service.~~

~~PART I~~

~~Partially offset by:~~

~~a $17 million decrease in fuel expense primarily due to decreased~~ capacity expenses, increased purchased power and ~~lower capacity costs,~~increased demand, partially offset by ~~higher~~lower generation ~~and deferred fuel~~ costs; ~~and~~

a ~~$13~~$71 million ~~decrease~~increase in operation, maintenance and other expense primarily due to ~~lower planned outage costs~~storm cost amortization;

a $25 million increase in depreciation and ~~lower severance expenses,~~amortization primarily due to accelerated depreciation of Crystal River Units 4 and 5 and additional plant in service, partially offset by ~~higher storm restoration costs~~decreased ARO depreciation due to the updated Crystal River Unit 3 nuclear decommissioning cost study; and

a $13 million increase in ~~the current year.~~

~~Other Income~~property and ~~Expenses.~~ ~~The variance was driven by higher AFUDC equity.~~

~~Interest Expense.~~ ~~The variance was~~other taxes primarily due to higher ~~debt outstanding and lower debt returns driven by the CR3 regulatory asset debt return ending in June 2016 upon securitization.~~revenue related taxes.

Income Tax Expense. The variance was primarily due to athe lower statutory federal corporate tax rate under the Tax Act. The ETRs for the six months ended June 30, 2018, and 2017 were 17.4 percent and 36.7 percent, respectively. The decrease in ~~pretax income. The effective~~the ETR was primarily due to the lower statutory federal corporate tax ~~rates~~rate under the Tax Act and levelization for ~~the nine months ended September 30, 2017, and 2016 were 36.1 percent and 37.0 percent, respectively.~~

~~Matters Impacting Future Results~~

~~In September 2017, Hurricane Irma caused extensive damage and widespread power outages within the Duke Energy Florida service territory. Duke Energy Florida has not completed the final accumulation~~annual amortization of storm restoration costs incurred. Total storm restoration costs, including capital, are currently estimated at approximately $500 million. In accordance with a regulatory order with FPSC, certain incremental operation and maintenance storm restoration costs are classified as a regulatory asset recognizing the probable recoverability of these costs under FPSC's storm rule. The Company will make a petition by the end of 2017 to FPSC for recovery of costs. Duke Energy Florida's cash flows could be impacted by the timing of cost recovery. Seefederal excess deferred taxes. For additional information, see Note ~~4, "Regulatory Matters,"~~17 to the Condensed Consolidated Financial Statements, ~~for additional information.~~"Income Taxes."

~~On August 29, 2017,~~

Matters Impacting Future Results

Duke Energy Florida ~~filed~~is constructing the ~~2017 Settlement with~~1,640-MW combined-cycle natural gas plant in Citrus County, Florida, and expects it to be commercially available in 2018. Failure to complete the ~~FPSC. The 2017 Settlement was approved~~construction and achieve commercial operations by the ~~FPSC on October 25, 2017.~~end of 2018 or actual costs in excess of the estimated amount not collected from customers could materially impact Duke Energy Florida’s results of operations, financial position and cash flows. See Note 43 to the Condensed Consolidated Financial Statements, “Regulatory Matters,” for additional ~~information about~~information.

PART I

On February 6, 2018, the ~~2017 Settlement. In accordance with~~FPSC approved a stipulation that would apply tax savings resulting from the ~~2017 Settlement,~~Tax Act toward storm costs effective January 2018 in lieu of implementing a storm surcharge. On May 31, 2018, Duke Energy Florida ~~will not seek~~filed for recovery of ~~any~~the storm costs. Storm costs ~~associated with~~are currently expected to be fully recovered by approximately mid-2021. The evidentiary hearing in this storm cost matter is scheduled for the ongoing Westinghouse contract litigation, which is currently being appealed. See Note 5 to the Condensed Consolidated Financial Statements, “Commitments and Contingencies” for additional information about the litigation.week of October 15, 2018. An ~~unfavorable appeals ruling on that matter~~order disallowing recovery of these costs could have an adverse impact on Duke Energy ~~Florida’s financial position,~~Florida's results of operations, financial position and cash flows. See Note 3 to the Condensed Consolidated Financial Statements, “Regulatory Matters,” for additional information.

~~PART I~~

DUKE ENERGY OHIO

Results of Operations


	Nine Months Ended September 30,								Six Months Ended June 30,
(in millions)	2017			2016		Variance			2018			2017		Variance
Operating Revenues
Regulated electric	$	1,036		$	1,053	$	(17	)	$	682		$	665	$	17
Regulated natural gas	360			358		2			277			270		7
Nonregulated electric and other	30			22		8			24			20		4
Total operating revenues	1,426			1,433		(7		)	983			955		28
Operating Expenses
Fuel used in electric generation and purchased power – regulated	283			340		(57		)	185			183		2
Fuel used in electric generation and purchased power – nonregulated	42			37		5			29			29		—
Cost of natural gas	69			64		5			69			64		5
Operation, maintenance and other	385			367		18			261			263		(2		)
Depreciation and amortization	193			175		18			132			130		2
Property and other taxes	204			195		9			145			139		6
Impairment charges	1			—		1			—			1		(1		)
Total operating expenses	1,177			1,178		(1		)	821			809		12
Gains on Sales of Other Assets and Other, net	1			2		(1		)
Loss on Sales of Other Assets and Other, net									(106		)	—		(106		)
Operating Income	250			257		(7		)	56			146		(90		)
Other Income and Expenses	12			6		6
Other Income and Expenses, net									14			10		4
Interest Expense	67			63		4			45			45		—
Income from Continuing Operations Before Income Taxes	195			200		(5		)
Income Tax Expense from Continuing Operations	67			65		2
Income from Continuing Operations	128			135		(7		)
(Loss) Income from Discontinued Operations, net of tax	(1		)	36		(37		)
Income Before Income Taxes									25			111		(86		)
Income Tax Expense									4			39		(35		)
Net Income	$	127		$	171	$	(44	)	$	21		$	72	$	(51	)



~~Increase (Decrease) over prior year~~	~~2017~~
~~Residential sales~~	~~(5.8~~	)%
~~General service sales~~	~~(3.2~~	)%
~~Industrial sales~~	~~(1.3~~	)%
~~Wholesale power sales~~	~~127.3~~	%
~~Total sales~~	~~(2.5~~	)%
~~Average number of customers~~	~~0.8~~	%



	Electric		Natural Gas
Increase (Decrease) over prior year	2018		2018
Residential sales	14.5	%	32.0	%
General service sales	3.0	%	29.2	%
Industrial sales	(1.6	)%	15.3	%
Wholesale electric power sales	(70.9	)%	n/a
Other natural gas sales	n/a		2.7	%
Total sales	2.2	%	22.6	%
Average number of customers	0.9	%	0.9	%

~~Nine~~Six Months Ended ~~September~~June 30, ~~2017,~~2018, as Compared to ~~September~~June 30, ~~2016~~2017

Operating ~~Revenues.~~ Revenues. The variance was driven primarily by:

a ~~$59~~$28 million ~~decrease~~increase in ~~fuel revenues primarily due to lower~~ electric ~~fuel prices~~ and ~~sales volumes, partially offset by higher costs passed through to~~ natural gas ~~customers due to higher natural gas prices; and~~

~~a $16 million decrease in electric~~ retail sales, net of fuel revenues, due to ~~less~~ favorable weather in the current ~~year.~~

~~Partially offset by:~~year; and

a ~~$40~~$13 million increase in rider revenues primarily due to energy efficiency programs and a rate increase for the distribution capital investment rider, partially offset by a decrease in the percentage of income payment plan rider due to a rate decrease;

~~a $17 million increase in PJM Interconnection, LLC (PJM)~~financial transmission ~~revenues; and~~

~~a $9 million increase in other revenues related to OVEC.~~rights revenues.

PART I

Partially offset by:

a $19 million decrease in regulated revenues due to revenues subject to refund to customers associated with the lower statutory federal corporate tax rate under the Tax Act; and

•a $5 million decrease in bulk power marketing sales.

Operating Expenses. The variance was driven primarily by:

~~an $18~~•a $7 million increase in ~~operation, maintenance and other expense~~fuel costs due to higher ~~energy efficiency program costs~~electric fuel prices and ~~higher transmission~~natural gas sales volumes; and ~~distribution operations costs;~~

~~an $18 million increase in depreciation and amortization expense due to additional plant in service and~~ •a ~~true up related to Smart Grid assets in the prior year;~~

~~a $9~~$6 million increase in property and other taxes primarily due to higher property ~~taxes;~~

~~a $5 million increase in nonregulated fuel expenses related to OVEC; and~~

~~a $5 million increase in natural gas costs~~taxes due to higher ~~natural gas prices.~~

~~Partially offset by:~~

~~a $57 million decrease in fuel expense driven by lower sales volumes and lower electric fuel costs.~~plant balances.

Other Income and Expenses. The variance was driven primarily by an increase in AFUDC equity due to higher base spending for transmission and fossil plants and an increase due to the impairment of meters in 2017.

Loss on Sales of Other Assets and Other, net. The decrease was ~~primarily~~ driven by ~~higher AFUDC equity.~~the loss on the sale of Beckjord, a nonregulated facility retired during 2014, including the transfer of coal ash basins and other real property and indemnification from any and all potential future claims related to the property, whether arising under environmental laws or otherwise.

~~Interest~~Income Tax Expense.~~The increase was primarily driven by interest related to new debt issued in June 2016.~~

~~Discontinued Operations, Net of Tax.~~ The variance was ~~driven by~~primarily due to a ~~prior year~~decrease in pretax income and the lower statutory federal corporate tax ~~benefit resulting from immaterial out of period deferred tax liability adjustments related~~rate under the Tax Act. The ETRs for the six months ended June 30, 2018, and 2017 were 16.0 percent and 35.1 percent, respectively. The decrease in the ETR was primarily due to the ~~Midwest Generation Disposal Group.~~

~~Matters Impacting Future Results~~

~~An order from regulatory authorities disallowing recovery of costs related to closure of ash basins could have~~lower statutory federal corporate tax rate under the Tax Act and an ~~adverse impact on Duke Energy Ohio's financial position, results of operations and cash flows. See~~increase in AFUDC equity. For additional information, see Note 417 to the Condensed Consolidated Financial Statements, ~~“Regulatory Matters” and Note 9 in Duke Energy's Annual Report on Form 10-K for the year ended December 31, 2016, "Asset Retirement Obligations,~~"Income Taxes." ~~for additional information.~~

Duke Energy Ohio’s nonregulated Beckjord station, a facility retired during 2014, is not subject to the EPA rule related to the disposal of CCR from electric utilities. However, if costs are incurred as a result of environmental regulations or to mitigate risk associated with on-site storage of coal ash at the facility, the costs could have an adverse impact on Duke Energy Ohio's financial position, results of operations and cash flows.

Matters Impacting Future Results

Duke Energy Ohio has a 9 percent ownership interest in OVEC, which owns 2,256 MW of coal-fired generation capacity. 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, including Duke Energy Ohio, based on their power participation ratio. The value of the ICPA is subject to variability due to fluctuations in power prices and changes in OVEC’s costs of business. ~~Deterioration in the credit quality or~~On March 31, 2018, FES, a subsidiary of FirstEnergy and an ICPA counterparty with a power participation ratio of 4.85 percent, filed for Chapter 11 bankruptcy, ~~of one or more parties~~which could increase costs allocated to the ~~ICPA could increase~~counterparties. Duke Energy Ohio cannot predict the ~~costs~~impact of ~~OVEC.~~the bankruptcy filing on its OVEC interests. In addition, certain proposed environmental rulemaking costs could result in future increased OVEC cost allocations.

On March 2, 2017, Duke Energy Ohio filed an electric distribution base rate application with the PUCO to address recovery of electric distribution system capital investments and any increase in expenditures subsequent to previous rate cases. ~~The application also includes requests~~On April 13, 2018, Duke Energy Ohio filed a Stipulation with the PUCO to ~~continue certain current riders~~resolve issues in the electric distribution base rate case and ~~establish new riders~~other regulatory matters. If approved by PUCO, the Stipulation would allow for Duke Energy Ohio to recover gains and losses incurred on and after January 1, 2018, related to ~~LED Outdoor Lighting Service and regulatory mandates.~~OVEC, through the Price Stabilization Rider. Hearings will conclude on August 6, 2018. Duke Energy Ohio's ~~earnings~~results of operations, financial position and cash flows could be adversely impacted if the ~~rate case and requested riders are delayed or~~Stipulation is denied by the PUCO. See Note 43 to the Condensed Consolidated Financial Statements, ~~"Regulatory~~“Regulatory Matters,"” for additional information.

~~On September 1, 2017,~~See "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations," in the Duke Energy ~~Kentucky filed a base rate case~~Registrants' Annual Reports on Form 10-K/A for the year ended December 31, 2017, for discussion of risks associated with the KPSC to recover costs of capital investments in generation, transmission and distribution systems and to recover other incremental expenses since its last rate case filed in 2006. Duke Energy Kentucky’s earnings could be adversely impacted if the rate increase is delayed or denied by the KPSC.Tax Act.

~~PART I~~

DUKE ENERGY INDIANA

Results of Operations


	Nine Months Ended September 30,							Six Months Ended June 30,
(in millions)	2017		2016		Variance			2018		2017		Variance
Operating Revenues	$	2,302	$	2,225	$	77		$	1,469	$	1,500	$	(31	)
Operating Expenses
Fuel used in electric generation and purchased power	744		690		54			458		485		(27		)
Operation, maintenance and other	541		526		15			378		369		9
Depreciation and amortization	336		345		(9		)	256		216		40
Property and other taxes	56		67		(11		)	40		37		3
Impairment charges	—		8		(8		)
Total operating expenses	1,677		1,636		41			1,132		1,107		25
Gains on Sales of Other Assets and Other, net	1		—		1
Operating Income	626		589		37			337		393		(56		)
Other Income and Expenses	27		15		12
Other Income and Expenses, net								13		20		(7		)
Interest Expense	132		136		(4		)	83		88		(5		)
Income Before Income Taxes	521		468		53			267		325		(58		)
Income Tax Expense	203		159		44			69		128		(59		)
Net Income	$	318	$	309	$	9		$	198	$	197	$	1

PART I



Increase (Decrease) over prior year	~~2017~~2018
Residential sales	~~(5.5~~15.8	)%
General service sales	~~(2.5~~2.2	)%
Industrial sales	~~0.1~~(0.6	)%
Wholesale power sales	(~~19.8~~1.0	)%
Total sales	~~(6.2~~3.7	)%
Average number of customers	~~0.8~~1.1	%

~~Nine~~Six Months Ended ~~September~~June 30, ~~2017,~~2018, as Compared to ~~September~~June 30, ~~2016~~2017

Operating Revenues. The variance was driven primarily by:

a ~~$64~~$56 million ~~increase in rider revenues related to the Edwardsport IGCC plant and energy efficiency programs; and~~

~~a $47 million increase in fuel revenues primarily~~decrease due to ~~higher purchased power costs passed through~~revenues subject to refund to customers ~~and higher financial transmission right (FTR) revenues.~~

~~Partially offset by:~~

~~an $18 million decrease in retail sales due to less favorable weather in~~associated with the ~~current year; and~~lower statutory federal corporate tax rate under the Tax Act;

a $15 million decrease in wholesale power revenues, net of fuel, primarily due to contracts that expired in the prior year; and

a $12 million decrease in ~~demand rates~~fuel revenues primarily due to lower purchased power costs passed through to customers and ~~contracts that expired~~lower financial transmission rights revenues.

Partially offset by:

a $32 million increase in rate rider revenues primarily related to the Edwardsport Integrated Gasification Combined Cycle (IGCC) plant and the Transmission, Distribution and Storage System Improvement Charge rider; and

a $22 million increase in electric sales to retail customers due to favorable weather in the current year.

Operating Expenses. The variance was driven primarily by:

a ~~$54~~$40 million increase in ~~fuel~~depreciation and ~~purchased power expense,~~amortization primarily due to ~~higher purchased power volumes~~additional plant in service and ~~prices;~~the deferral of certain asset retirement obligations in the prior year; and

a ~~$15~~$9 million increase in operation, maintenance and other expense primarily due to ~~growth in energy efficiency programs~~higher transmission costs, grid improvement and ~~higher transmission~~customer related costs.

Partially offset by:

~~an $11~~a $27 million decrease in ~~property~~fuel used in electric generation and ~~other taxes~~purchased power primarily due to ~~utilization of ITCs;~~

~~a $9 million decrease in depreciation~~lower purchased power and amortization primarily due to the 2017 deferral of certain asset retirement obligations and the completion of the amortization of a regulated asset for costs associated with the termination of a gasification services agreement in 2000,fuel prices, partially offset by ~~new IGCC rider rates that result~~an increase in ~~a lower deferral amount and higher depreciation due to additional plant in service; and~~

~~PART I~~

~~an $8 million decrease in impairments and other charges primarily due to the early retirement of certain metering equipment in the prior year~~.

internal generation.

Other Income and Expenses.The ~~increase~~variance was driven primarily ~~driven~~ by ~~higher~~lower AFUDC ~~equity.~~equity in the current year.

Income Tax Expense. The variance was primarily due to ~~an increase in pretax income.~~the lower statutory federal corporate tax rate under the Tax Act. The ~~effective tax rates~~ETRs for the ~~nine~~six months ended ~~September~~June 30, 2018, and 2017 ~~and 2016~~ were ~~39.0~~25.8 percent and ~~34.0~~39.4 percent, respectively. The ~~increase~~decrease in the ~~effective tax rate~~ETR was primarily due to ~~an immaterial out of period adjustment in~~ the ~~prior year related~~lower statutory federal corporate tax rate under the Tax Act. For additional information, see Note 17 to ~~deferred tax balances associated with property, plant and equipment.~~the Condensed Consolidated Financial Statements, "Income Taxes."

Matters Impacting Future Results

On April 17, 2015, the EPA published in the Federal Register a rule to regulate the disposal of CCR from electric utilities as solid waste. Duke Energy Indiana has interpreted the rule to identify the coal ash basin sites impacted and has assessed the amounts of coal ash subject to the rule and a method of compliance. Duke Energy Indiana's interpretation of the requirements of the CCR rule is subject to potential legal challenges and further regulatory approvals, which could result in additional ash basin closure requirements, higher costs of compliance and greater AROs. Additionally, Duke Energy Indiana has retired facilities that are not subject to the CCR rule. Duke Energy Indiana may incur costs at these facilities to comply with environmental regulations or to mitigate risks associated with on-site storage of coal ash. An order from regulatory authorities disallowing recovery of costs related to closure of ash basins could have an adverse impact on Duke Energy Indiana's ~~financial position,~~ results of operations, financial position and cash flows. See Note 43 to the Condensed Consolidated Financial Statements, “Regulatory Matters,” for additional information.

~~The Indiana Utility Regulatory Commission (IURC) approved~~Duke Energy Indiana’s costs for the Edwardsport IGCC plant are recovered from retail electric customers via a ~~settlement agreement between~~rider. Duke Energy Indiana and multiple parties that resolves all disputes, claims and issues from the IURC proceedings related to post-commercial operating performance and recovery of ongoing operating and capital costs at the Edwardsport IGCC generating facility. The settlement agreement imposed afiles cost ~~cap for retail recoverable operations and maintenance costs through 2017. An inability to manage operating costs in accordance~~updates periodically with ~~caps imposed pursuant to the agreement could have an adverse impact on~~IURC. Duke Energy Indiana's ~~financial position,~~ results of operations, financial position and cash ~~flows.~~flows could be adversely impacted by actions of the IURC related to IGCC costs.

PART I

PIEDMONT

Management’s Discussion and Analysis should be read in conjunction with the Condensed Consolidated Financial Statements and Notes for the ~~nine~~six months ended ~~September~~June 30, 2018 and 2017 ~~Piedmont's~~and the Annual Report on Form ~~10-K~~10-K/A for the year ended ~~October 31, 2016, and the Form 10‑QT as of~~ December 31, ~~2016, for the transition period from November 1, 2016, to December 31, 2016.~~2017.

Results of Operations


	Nine Months Ended September 30,									Six Months Ended June 30,
(in millions)	2017			2016			Variance			2018		2017			Variance
Operating Revenues										$	768	$	701		$	67
Regulated natural gas	$	877		$	815		$	62
Nonregulated natural gas and other	7			8			(1		)
Total operating revenues	884			823			61
Operating Expenses
Cost of natural gas	333			289			44			333		270			63
Operation, maintenance and other	226			221			5			167		153			14
Depreciation and amortization	109			103			6			78		71			7
Property and other taxes	38			33			5			24		25			(1		)
Impairment charges	7			—			7			—		7			(7		)
Total operating expenses	713			646			67			602		526			76
Operating Income	171			177			(6		)	166		175			(9		)
Other Income and Expenses
Equity in earnings of unconsolidated affiliates	8			25			(17		)	3		5			(2		)
Other income and expenses, net	(1		)	(1		)	—			6		(1		)	7
Total other income and expenses	7			24			(17		)	9		4			5
Interest Expense	59			50			9			41		39			2
Income Before Income Taxes	119			151			(32		)	134		140			(6		)
Income Tax Expense	43			57			(14		)	32		53			(21		)
Net Income	$	76		$	94		$	(18	)	$	102	$	87		$	15

The following table shows the percent changes in dekatherms delivered and average number of customers. The percentages for all throughput deliveries represent billed and unbilled sales. Amounts are not weather-normalized.



Increase (Decrease) over prior year	~~2017~~2018
Residential deliveries	~~(19.2~~40.2	)%
Commercial deliveries	~~(11.8~~31.0	)%
Industrial deliveries	(4.3	)%
Power generation deliveries	~~(11.0~~18.8	)%
For resale	~~(6.9~~26.0	)%
Total throughput deliveries	~~(10.5~~19.6	)%
Secondary market volumes	~~6.2~~(10.2	)%
Average number of customers	~~1.6~~1.8	%

~~Piedmont's throughput was 334,781,316 dekatherms and 374,214,204 dekatherms for the nine months ended September 30, 2017, and 2016, respectively.~~ Due to the margin decoupling mechanism in North Carolina and weather normalization adjustment (WNA) mechanisms in South Carolina and Tennessee, changes in throughput deliveries do not have a material impact on Piedmont's revenues or earnings. The margin decoupling mechanism adjusts for variations in residential and commercial use per customer, including those due to weather and conservation. The WNA mechanisms mostly offset the impact of weather on bills rendered, but do not ensure ~~full~~precise recovery of approved margin during periods when winter weather is significantly warmer or colder than normal.

~~Nine~~Six Months Ended ~~September~~June 30, ~~2017,~~2018, as Compared to ~~September~~June 30, ~~2016~~2017

Operating Revenues. The variance was driven primarily by:

a ~~$44~~$63 million increase due to higher natural gas costs passed through to customers ~~primarily~~ due to higher volumes sold and higher natural gas prices; and

a ~~$17~~$31 million increase ~~in revenues~~primarily due to residential and commercial ~~customers,~~customer revenue, net of natural gas costs passed through to customers, ~~primarily due to Integrity Management Rider (IMR)~~customer growth, IMR rate adjustments and ~~customer growth, partially~~new power generation customers.

Partially offset ~~by wholesale marketing revenue.~~by:

a $27 million decrease due to revenues subject to refund to customers associated with the lower statutory federal corporate tax rate under the Tax Act.

PART I

Operating Expenses. The variance was driven by:

a ~~$44~~$63 million increase in ~~costs~~cost of natural gas ~~primarily~~ due to higher volumes sold and higher natural gas prices;

~~an $11~~a $14 million increase in ~~depreciation expense~~operation, maintenance and ~~property and franchise taxes~~other primarily due to ~~additional plant in service;~~increased natural gas operations, shared services, corporate governance and costs to achieve merger expenses; and

a $7 million increase in depreciation and amortization due to additional plant in service.

Partially offset by:

a $7 million decrease due to an impairment of software ~~resulting from planned accounting system and process integration in 2018.~~

~~Equity in Earnings of Unconsolidated Affiliates.~~ ~~The decrease was primarily due to equity earnings from the investment in SouthStar Energy Services, LLC (SouthStar)~~recorded in the prior year. ~~Piedmont sold its 15 percent membership interest in SouthStar on October 3, 2016.~~

Income Tax Expense. The variance was primarily due to ~~a decrease in pretax income.~~the lower statutory federal corporate tax rate under the Tax Act. The ~~effective tax rates~~ETRs for the ~~nine~~six months ended ~~September~~June 30, 2018, and 2017 ~~and 2016~~ were ~~36.1~~23.9 percent and ~~37.7~~37.9 percent, respectively. The decrease in the ~~effective tax rate~~ETR was primarily due to ~~favorable tax return true ups and~~the lower ~~North Carolina~~statutory federal corporate tax ~~rates.~~rate under the Tax Act. For additional information, see Note 17 to the Condensed Consolidated Financial Statements, "Income Taxes."

~~PART I~~

Matters Impacting Future Results

LIQUIDITY AND CAPITAL RESOURCES

Sources and Uses of Cash

Duke Energy relies primarily upon cash flows from operations, debt issuances and its existing cash and cash equivalents to fund its liquidity and capital requirements. Duke Energy’s capital requirements arise primarily from capital and investment expenditures, repaying long-term debt and paying dividends to shareholders. See Duke Energy’s Annual Report on Form ~~10-K~~10-K/A for the year ended December 31, ~~2016,~~2017, for a summary and detailed discussion of projected primary sources and uses of cash for ~~2017~~2018 to ~~2019.~~2020.

The Subsidiary Registrants generally maintain minimal cash balances and use short-term borrowings to meet their working capital needs and other cash requirements. The Subsidiary Registrants, excluding Progress Energy (Parent), support their short-term borrowing needs through participation with Duke Energy and certain of its other subsidiaries in a money pool arrangement. The companies with short-term funds may provide short-term loans to affiliates participating under this arrangement.

Duke Energy and the Subsidiary Registrants, excluding Progress Energy (Parent), may also use short-term debt, including commercial paper and the money pool, as a bridge to long-term debt financings. The levels of borrowing may vary significantly over the course of the year due to the timing of long-term debt financings and the impact of fluctuations in cash flows from operations. From time to time, Duke Energy’s current liabilities may exceed current assets resulting from the use of short-term debt as a funding source to meet scheduled maturities of long-term debt, as well as cash needs, which can fluctuate due to the seasonality of its business.

Equity Issuance

Refer to Note 14 to the CondensedConsolidated Financial Statements, "Common Stock," for further information regarding Duke Energy's equity issuance.

CREDIT FACILITIES AND REGISTRATION STATEMENTS

Refer to Note 65 to the Condensed Consolidated Financial Statements, "Debt and Credit Facilities," for further information regarding Duke Energy's available credit facilities, including the Master Credit Facility.

Shelf Registration

In September 2016, Duke Energy filed a registration statement (Form S-3) with the U.S. Securities and Exchange ~~Commission (SEC).~~Commission. Under this Form S-3, which is uncapped, the Duke Energy Registrants, excluding Progress Energy (Parent), may issue debt and other securities in the future at amounts, prices and with terms to be determined at the time of future offerings. The registration statement also allows for the issuance of common stock by Duke Energy.

In January 2017, Duke Energy amended its Form S-3 to add Piedmont as a registrant and included in the amendment a prospectus for Piedmont under which it may issue debt securities in the same manner as other Duke Energy Registrants.

DEBT MATURITIES

Refer to Note 65 to the Condensed Consolidated Financial Statements, "Debt and Credit Facilities," for further information regarding significant components of Current Maturities of Long-Term Debt on the Condensed Consolidated Balance Sheets.

CASH FLOWS FROM OPERATING ACTIVITIES

Cash flows from operations of Electric Utilities and Infrastructure and Gas Utilities and Infrastructure are primarily driven by sales of electricity and natural gas, respectively, and costs of operations. These cash flows from operations are relatively stable and comprise a substantial portion of Duke Energy’s operating cash flows. Weather conditions, working capital and commodity price fluctuations, and unanticipated expenses including unplanned plant outages, storms, legal costs and related settlements, and regulatory orders can affect the timing and level of cash flows from operations.

PART I

Duke Energy believes it has sufficient liquidity resources through the commercial paper markets, and ultimately the Master Credit and Revolving Facilities, to support these ~~operations, including Hurricane Irma storm restoration costs.~~operations. Cash flows from operations are subject to a number of other factors, including but not limited to regulatory constraints, economic trends and market volatility (see “Item 1A. Risk Factors,” in the Duke Energy Registrants’ Annual Reports on Form ~~10-K~~10-K/A for the year ended December 31, 2017, for additional information).

Restrictive Debt Covenants

The Duke Energy Registrants’ debt and credit agreements contain various financial and other covenants. The Master Credit Facility contains a covenant requiring the debt-to-total capitalization ratio not to exceed 65 percent for all borrowers except ~~Piedmont. The debt-to-total capitalization ratio~~Piedmont, and 70 percent for ~~Piedmont is not to exceed 70 percent.~~Piedmont. Failure to meet those covenants beyond applicable grace periods could result in accelerated due dates and/or termination of the ~~agreements.~~agreements or sublimits thereto. As of ~~September~~June 30, ~~2017,~~2018, each of the Duke Energy Registrants was in compliance with all covenants related to their debt agreements. In addition, some credit agreements may allow for acceleration of payments or termination of the agreements due to nonpayment or acceleration of other significant indebtedness of the borrower or some of its subsidiaries. None of the debt or credit agreements contain material adverse change clauses.

Credit Ratings

Credit ratings are intended to provide credit lenders a framework for comparing the credit quality of securities and are not a recommendation to buy, sell or hold. The Duke Energy Registrants’ credit ratings are dependent on the rating agencies’ assessments of their ability to meet their debt principal and interest obligations when they come due. If, as a result of market conditions or other factors, the Duke Energy Registrants are unable to maintain current balance sheet strength or if earnings and cash flow outlook materially deteriorate, credit ratings could be negatively impacted.

~~The Duke Energy Registrants each hold credit ratings by~~ Moody’s Investors Service, Inc. (Moody’s) ~~and~~, Standard & Poor’s Rating Services ~~(S&P). In April 2017,~~and Fitch Ratings, Inc. ~~(Fitch) withdrew credit ratings of the Subsidiary Registrants, with the exclusion of Piedmont, which was not previously rated by Fitch due to commercial reasons. Fitch will continue to~~ provide credit ratings for various Duke Energy ~~Corporation.~~Registrants.

~~In May 2017,~~On August 1, 2018, Moody’s ~~changed~~revised its ~~rating~~ratings outlook for Duke Energy Corporation and Piedmont from negative to stable ~~from negative~~ and ~~affirmed Duke Energy Corporation's credit ratings. In August 2017, Moody's changed its rating outlook~~ for Duke Energy Ohio from positive to ~~positive~~stable. Moody’s also revised its ratings as follows: Progress Energy is upgraded from ~~stable and affirmed Duke Energy Ohio's credit ratings.~~Baa2 to Baa1; Piedmont is downgraded from A2 to A3.

~~PART I~~

Cash Flow Information

The following table summarizes Duke Energy’s cash flows.


	Nine Months Ended						Six Months Ended
	September 30,						June 30,
(in millions)	2017			2016			2018			2017
Cash flows provided by (used in):
Operating activities	$	5,011		$	5,611		$	3,302		$	2,800
Investing activities	(6,360		)	(5,555		)	(4,645		)	(4,344		)
Financing activities	1,239			5,266			1,265			1,474
Changes in cash and cash equivalents included in assets held for sale	—			11
Net (decrease) increase in cash and cash equivalents	(110		)	5,333
Cash and cash equivalents at beginning of period	392			383
Cash and cash equivalents at end of period	$	282		$	5,716
Net decrease in cash, cash equivalents and restricted cash							(78		)	(70		)
Cash, cash equivalents and restricted cash at beginning of period							505			541
Cash, cash equivalents and restricted cash at end of period							$	427		$	471

OPERATING CASH FLOWS

The following table summarizes key components of Duke Energy’s operating cash flows.


	Nine Months Ended						Six Months Ended
	September 30,						June 30,
(in millions)	2017			2016			2018			2017
Net income	$	2,361		$	2,392		$	1,124		$	1,406
Non-cash adjustments to net income	3,937			3,585			3,082			2,434
Contributions to qualified pension plans	(8		)	—			(141		)	—
Payments for asset retirement obligations	(420		)	(443		)	(245		)	(272		)
Payment for disposal of other assets							(105		)	—
Working capital	(859		)	77			(413		)	(768		)
Net cash provided by operating activities	$	5,011		$	5,611		$	3,302		$	2,800

The variance was primarily due to:

a $936 million decrease in cash flows from working capital due to the timing of the payment of accruals, increased taxes accrued resulting from an increased effective tax rate, warmer winter weather and the absence of the International Disposal Group's operating cash flows.

~~Partially offset by:~~

~~a $321~~$366 million increase in net income after adjustment for non-cash ~~adjustments,~~items primarily due to ~~lower operation, maintenance and other expense and the additional Piedmont earnings contribution~~favorable weather in the current ~~year.~~period compared to the prior period and increased pricing; and

a $355 million decrease in cash outflows from working capital due primarily to timing of payment of accruals and tax refunds related to federal net operation loss carrybacks.

PART I

Partially offset by:

a $141 million increase in contributions to qualified pension plans; and

a $105 million payment for disposal of Beckjord.

INVESTING CASH FLOWS

The following table summarizes key components of Duke Energy’s investing cash flows.


	Nine Months Ended						Six Months Ended
	September 30,						June 30,
(in millions)	2017			2016			2018			2017
Capital, investment and acquisition expenditures	$	(6,211	)	$	(5,450	)	$	(4,515	)	$	(4,218	)
Other investing items	(149		)	(105		)	(130		)	(126		)
Net cash used in investing activities	$	(6,360	)	$	(5,555	)	$	(4,645	)	$	(4,344	)

The variance ~~was~~relates primarily ~~due to:~~

to a ~~$761~~$297 million increase in capital ~~investment and acquisition~~ expenditures due to ~~growth~~higher overall investments in regulated generation, ~~investments and~~ natural gas ~~infrastructure, partially offset by a reduction in Commercial Renewables capital expenditures.~~

~~PART I~~

and commercial renewables.

FINANCING CASH FLOWS

The following table summarizes key components of Duke Energy’s financing cash flows.


	Nine Months Ended						Six Months Ended
	September 30,						June 30,
(in millions)	2017			2016			2018			2017
Issuances of long-term debt, net	$	3,675		$	7,659		$	537		$	1,725
Issuances of common stock							820			—
Notes payable and commercial paper	(619		)	(647		)	1,131			981
Dividends paid	(1,825		)	(1,731		)	(1,199		)	(1,200		)
Other financing items	8			(15		)	(24		)	(32		)
Net cash provided by financing activities	$	1,239		$	5,266		$	1,265		$	1,474

The variance was primarily due to:

a ~~$3,984~~$1,188 million ~~net~~ decrease in proceeds from net issuances of long-term debt ~~driven principally by the~~primarily due to a prior year ~~$3,750~~financing of $577 million in the Commercial Renewables segment and the timing of ~~senior unsecured notes used to fund a portion~~issuances and redemptions of ~~the Piedmont acquisition, and prior year $1,294 million nuclear asset-recovery bonds,~~long-term debt.

Partially offset ~~by a $1,047~~by:

an $820 million increase in ~~current year redemptions; and~~

~~a $94 million current year increase in dividends paid.~~proceeds from the issuance of common stock.

Summary of Significant Debt Issuances

Refer to Note 65 to the Condensed Consolidated Financial Statements, "Debt and Credit Facilities," for further information regarding significant debt issuances.

OTHER MATTERS

Environmental Regulations

The Duke Energy Registrants are subject to federal, state and local regulations regarding air and water quality, hazardous and solid waste disposal and other environmental matters. These regulations can be changed from time to time and result in new obligations of the Duke Energy Registrants.

The following sections outline various proposed and recently enacted regulations that may impact the Duke Energy Registrants. Refer to Note 43 to the Condensed Consolidated Financial Statements, "Regulatory Matters," for further information regarding potential plant retirements and regulatory filings related to the Duke Energy Registrants.

PART I

Coal Combustion Residuals

In April 2015, the EPA published a rule to regulate the disposal of CCR from electric utilities as solid waste. The federal regulation classifies CCR as nonhazardous waste and allows for beneficial use of CCR with some restrictions. The regulation applies to all new and existing landfills, new and existing surface impoundments receiving CCR and existing surface impoundments that are no longer receiving CCR but contain liquid located at stations currently generating electricity (regardless of fuel source). The rule establishes requirements regarding landfill design, structural integrity design and assessment criteria for surface impoundments, groundwater monitoring, protection and remedial procedures and other operational and reporting procedures to ensure the safe disposal and management of CCR. ~~As a result of the EPA rule, Duke Energy Carolinas, Progress Energy, Duke Energy Progress, Duke Energy Ohio and Duke Energy Indiana recorded additional ARO amounts during 2015.~~ Various industry and environmental parties have appealed the EPA's CCR rule in the U.S. Court of Appeals for the District of Columbia (D.C. Circuit Court). On April 18, 2016, the EPA filed a motion with the federal court to settle five issues raised in litigation. On June 14, 2016, the court approved the motion with respect to all of those issues. Duke Energy does not expect a material impact from the settlement or that it will result in additional ARO adjustments. ~~The~~On September 13, 2017, EPA responded to a petition by the Utility Solid Waste Activities Group ~~filed a petition with~~that the ~~EPA seeking to have EPA~~agency would reconsider certain provisions of the final rule, ~~extend remaining compliance deadlines~~ and ~~ask~~asked the D.C. Circuit Court to ~~hold~~suspend the ~~litigation in abeyance. While EPA has confirmed that it will reconsider certain provisions of the final rule, the~~litigation. The D.C. Circuit Court denied EPA’s petition to ~~hold~~suspend the litigation ~~in abeyance. Oral~~and oral argument ~~is scheduled for~~was held on November 20, 2017. The court has not issued an order in the matter. Duke Energy cannot predict the outcome of the litigation.

On March 15, 2018, EPA published proposed amendments to the federal CCR rule, including revisions that were required as part of a CCR litigation settlement, as well as changes that the agency considers warranted due to the passage of the Water Infrastructure Improvements for the Nation Act, which provides statutory authority for state and federal permit programs. On July 17, 2018, EPA issued a rule finalizing certain, but not all, elements included in the agency's March 15, 2018, proposal. The final rule revises certain closure deadlines and groundwater protection standards in the CCR rule. It does not change the primary requirements for groundwater monitoring, corrective action, inspections and maintenance, and closure, and thus does not materially affect Duke Energy’s coal ash basin closure plans or compliance obligations under the CCR rule.

In addition to the requirements of the federal CCR regulation, CCR landfills and surface impoundments will continue to be independently regulated by most states. Cost recovery for future expenditures will be pursued through the normal ratemaking process with federal and state utility commissions and via wholesale contracts, which permit recovery of necessary and prudently incurred costs associated with Duke Energy’s regulated operations. For more information, see Note 9, “Asset Retirement Obligations,” in Duke Energy’s Annual Report on Form ~~10-K~~10-K/A for the year ended December 31, ~~2016.~~

~~PART I~~

2017.

Coal Ash Management Act of 2014

Asset retirement obligations recorded on the Duke Energy Carolinas and Duke Energy Progress Condensed Consolidated Balance Sheets at ~~September~~June 30, ~~2017,~~2018, and December 31, ~~2016,~~2017, include the legal obligation for closure of coal ash basins and the disposal of related ash as a result of the Coal Ash Act, the EPA CCR rule and other agreements. ~~On July 14, 2016, the~~The Coal Ash Act ~~was amended, requiring~~requires Duke Energy to undertake dam improvement projects and to provide access to a permanent alternative drinking water source to certain residents within a ~~half- mile~~half-mile of coal ash basin compliance boundaries and to certain other potentially impacted residents. The legislation ~~ranked~~requires excavation of the Sutton, Riverbend and Dan River basins by August 1, 2019, and Asheville basins by August 1, 2022. Excavation at these sites may include a combination of transfer of coal ash to an engineered landfill or conversion for beneficial use. Basins at the H.F. Lee, Cape Fear and Weatherspoon stations as intermediate risk, consistent with Duke Energy's previously announced plans to excavate those basins. These specific intermediate-risk basins require closure through excavation including a combination of transferring ash to an appropriate engineered landfill or conversion of the ash for beneficial use. Closure of these specific intermediate-risk basins issites are required to be ~~completed~~closed through excavation no later than August 1, 2028. Excavation at these sites can include conversion of the basin to a lined industrial landfill, transfer of ash to an engineered landfill or conversion for beneficial use. The remaining basins are required to be closed no later than December 31, 2024, through conversion to a lined industrial landfill, transfer to an engineered landfill or conversion for beneficial use, unless certain dam improvement projects and alternative drinking water source projects are completed by October 15, 2018. Upon satisfactory completion of these projects, the ~~dam improvement projects~~closure deadline would be extended to December 31, 2029, and ~~installation~~could include closure through the combination of ~~alternative drinking water sources by October 15, 2018, the legislation requires the NCDEQ to reclassify all remaining sites, excluding H.F. Lee, Cape Fear~~a cap system and ~~Weatherspoon, as low risk. In January 2017, NCDEQ issued preliminary approval of Duke Energy's plans for the alternative water sources.~~a groundwater monitoring system.

Additionally, the ~~July 2016 legislation~~Coal Ash Act requires the installation and operation of three large-scale coal ash beneficiation projects ~~which are expected~~ to produce reprocessed ash for use in the concrete industry. Duke Energy selected the Buck, H.F. Lee and Cape Fear plants for these projects. Closure ~~of basins~~ at ~~sites with~~ these ~~beneficiation projects~~sites is required to be completed no later than December 31, 2029. On October 5, 2016, Duke Energy announced Buck Steam Station as a first location for one of the beneficiation projects. On December 13, 2016, Duke Energy announced H.F. Lee as the second location. On June 30, 2017, Duke Energy announced the Cape Fear Plant as the third beneficiation location.

~~Provisions of the~~The Coal Ash Act ~~prohibit~~includes a variance procedure for compliance deadlines and other issues surrounding the management of CCR and CCR surface impoundments and prohibits cost recovery in customer rates for unlawful discharge of ash impoundment waters occurring after January 1, 2014. The Coal Ash Act leaves the decision on cost recovery determinations related to closure of ash impoundments to the normal ratemaking processes before utility regulatory commissions. Consistent with the requirements of the Coal Ash Act, Duke Energy has submitted comprehensive site assessments and groundwater corrective plans to NCDEQ and will submit to NCDEQ site-specific coal ash impoundment closure plans in advance of closure. These plans and all associated permits must be approved by NCDEQ before closure work can begin.

For more information, see Note 9, “Asset Retirement Obligations,” in Duke Energy’s Annual Report on Form ~~10-K~~10-K/A for the year ended December 31, ~~2016.~~2017.

Clean Water Act 316(b)

The EPA published the final 316(b) cooling water intake structure rule on August 15, 2014, with an effective date of October 14, 2014. The rule applies to 26 of the electric generating facilities the Duke Energy Registrants own and operate. The rule allows for several options to demonstrate compliance and provides flexibility to the state environmental permitting agencies to make determinations on controls, if any, that will be required for cooling water intake structures. Any required intake structure modifications and/or retrofits are expected to be installed in the 2019 to ~~2022~~2023 time frame. Petitions challenging the rule have been filed by several groups. Oral argument was held on September 14, 2017. ~~It is unknown when~~On July 23, 2018, the ~~courts will rule on~~U.S. Court of Appeals for the ~~petitions. The~~Second Circuit announced their decision to uphold the 316(b) rule. Duke Energy ~~Registrants cannot predict~~continues to work with the ~~outcome of these matters.~~state environmental permitting agency to implement the rule.

PART I

Steam Electric Effluent Limitations Guidelines

On January 4, 2016, the final Steam Electric Effluent Limitations Guidelines (ELG) rule became effective. The rule establishes new requirements for wastewater streams associated with steam electric power generation and includes more stringent controls for any new coal plants that may be built in the future. As originally written, affected facilities were required to comply between 2018 and 2023, depending on the timing of ~~new~~ Clean Water Act (CWA) ~~permits and waste stream.~~discharge permits. Most of the steam electric generating facilities the Duke Energy Registrants own are affected sources. The Duke Energy Registrants are well-positioned to meet the majority of the requirements of the rule due to current efforts to convert to dry ash handling. Petitions challenging the rule have been filed by several groups. On March 16, 2015, Duke Energy Indiana filed its own legal challenge to the rule with the Seventh Circuit Court of Appeals specific to the ELG rule focused on the limits imposed on IGCC facilities (gasification wastewater). All challenges to the rule were consolidated in the Fifth Circuit Court of Appeals. ~~The Fifth Circuit Court of Appeals granted EPA's request to stay the pending litigation on the ELG rule until August 12, 2017, and on~~On August 22, 2017, the Fifth Circuit Court of Appeals granted EPA’s Motion to Govern Further Proceedings, thereby severing and suspending the claims related to flue gas desulfurization wastewater, bottom ash transport water and gasification wastewater. Claims regarding gasification wastewater were stayed, pending the issuance of the variance to Duke Energy Indiana. Duke Energy Indiana’s federal court challenge to EPA’s Effluent Limitations Guidelines and Standards for the Steam Electric Power Generating Point Source Category remains in abeyance. After a long delay, EPA issued a variance for discharges at Edwardsport of wastewater associated with the gasification process. The variance will be incorporated by the state agency into a new wastewater discharge permit. Once the permit has issued and the time limit for a third-party challenge expires, Duke Energy Indiana will voluntarily dismiss the federal court challenge. The litigation will continue as to claims related to other waste streams.

On August 7, 2017, EPA issued a public notice regarding its proposed decision to grant a variance to Duke Energy Indiana for mercury and total suspended solids for gasification wastewater at its Edwardsport facility. The public comment period has ended, but EPA has not finalized its decision. Separate from the litigation, EPA finalized a rule on September ~~12,~~18, 2017, postponing the ~~initial~~earliest applicability date for bottom ash transport water and flue gas desulfurization wastewater from 2018 to 2020 and retaining the end applicability date of 2023. Also, as part of the rule, EPA reiterated its intent to conduct a new rulemaking to ~~revise~~review the effluent limitation guidelines for bottom ash transport water and flue gas desulfurization wastewater. EPA projects that a new rule on these two issues will be finalized by late 2020.

The Duke Energy Registrants cannot predict the outcome of these matters.

~~PART I~~

Estimated Cost and Impacts of Rulemakings

Duke Energy will incur capital expenditures to comply with the environmental regulations and rules discussed above. The following table provides five-year estimated costs, excluding AFUDC, of new control equipment that may need to be installed on existing power plants primarily to comply with the Coal Ash Act requirements for conversion to dry disposal of bottom ash and fly ash, CWA 316(b) and ELGs through December 31, ~~2021.~~2022. The table excludes ash basin closure costs recorded in Asset retirement obligations on the Condensed Consolidated Balance Sheets. For more information related to AROs, see Note 9, “Asset Retirement Obligations” in Duke Energy’s Annual Report on Form 10‑KK/A for the year ended December 31, ~~2016.~~2017.


(in millions)	Estimated Cost		Estimated Cost
Duke Energy	$	1,340	$	910
Duke Energy Carolinas	580		420
Progress Energy	420		360
Duke Energy Progress	310		260
Duke Energy Florida	110		100
Duke Energy Ohio	90		70
Duke Energy Indiana	250		60

The Duke Energy Registrants also expect to incur increased fuel, purchased power, operation and maintenance and other expenses, in addition to costs for replacement generation for potential coal-fired power plant retirements, as a result of these regulations. Actual compliance costs incurred may be materially different from these estimates due to reasons such as the timing and requirements of EPA regulations and the resolution of legal challenges to the rules. The Duke Energy Registrants intend to seek rate recovery of necessary and prudently incurred costs associated with regulated operations to comply with these regulations.

Cross-State Air Pollution Rule

On ~~December 3, 2015, the~~September 7, 2016, EPA ~~proposed~~finalized a ~~rule~~revision to ~~lower~~ the Cross-State Air Pollution Rule (CSAPR) ~~Phase 2 state ozone season nitrogen oxide (NO~~X~~) emission budgets for 23 eastern states, including North Carolina, Ohio, Kentucky and Indiana. The EPA also proposed to eliminate~~; the ~~CSAPR Phase 2 ozone season state NO~~X ~~budgets for Florida and South Carolina. On September 7, 2016, the EPA finalized~~revised rule is known as the CSAPR Update Rule. The CSAPR Update Rule ~~that~~ reduces the CSAPR Phase 2 state ozone season NOX emission budgets for 22 eastern states, including Ohio, Kentucky and Indiana. In the final CSAPR Update Rule, the EPA removed Florida, South Carolina and North Carolina from the ozone season NOx program. Beginning in 2017, Duke Energy Registrants in these states will not be subject to any CSAPR ozone season NOx emission limitations. For the states that remain in the program, the reduced state ozone season NOx emission budgets took effect on May 1, 2017. In Kentucky and Indiana, where Duke Energy Registrants own and operate coal-fired electric generating units (EGUs) subject to the final rule requirements, near-term responses include changing unit dispatch to run certain generating units less frequently and/or purchasing NOx allowances from the trading market. Longer term, upgrading the performance of existing NOx controls is an option. The Indiana Utility Group and the Indiana Energy Association jointly filed a petition for reconsideration asking that the EPA correct errors it made in calculating the Indiana budget and increase the budget accordingly. EPA has yet to act on the petition. Numerous parties have filed petitions with the D.C. Circuit Court challenging various aspects of the CSAPR Update Rule. ~~Briefing~~Final briefs in the case ~~began on August 21, 2017. The date~~were due April 9, 2018. Oral argument is scheduled for ~~oral argument has not been established.~~October 3, 2018. The Duke Energy Registrants cannot predict the outcome of these matters.

PART I

Carbon Pollution Standards for New, Modified and Reconstructed Power Plants

On October 23, 2015, the EPA published a final rule in the Federal Register establishing carbon dioxide (CO2) emissions limits for new, modified and reconstructed power plants. The requirements for new plants apply to plants that commenced construction after January 8, 2014. The EPA set an emissions standard for coal units of 1,400 pounds of CO₂per gross MWh, which would require the application of partial carbon capture and storage (CCS) technology for a coal unit to be able to meet the limit. Utility-scale CCS is not currently a demonstrated and commercially available technology for coal-fired EGUs, and therefore the final standard effectively prevents the development of new coal-fired generation. The EPA set a final standard of 1,000 pounds of CO2 per gross MWh for new natural gas combined-cycle units.

On March 28, 2017, President Trump signed an executive order directing EPA to review the rule and determine whether to suspend, revise or rescind it. On the same day, the Department of Justice (DOJ) filed a motion with the D.C. Circuit Court requesting that the court stay the litigation of the rule while it is reviewed by EPA. Subsequent to the DOJ motion, the D.C. Circuit Court canceled oral argument in the ~~case, which had been scheduled for April 17, 2017.~~case. On August 10, 2017, the court ordered that the litigation be suspended indefinitely. The rule remains in effect pending the outcome of litigation and EPA’s review. EPA has not announced a schedule for completing its review. On July 24, 2018, EPA reported to the court that it plans to send a proposed revised rule to the Office of Management and Budget (OMB) for review in August. The Duke Energy Registrants cannot predict the outcome of these matters but do not expect the impacts of the current final standards will be material to Duke Energy's financial position, results of operations or cash flows.

Clean Power Plan

On October 23, 2015, the EPA published in the Federal Register the final Clean Power Plan (CPP) rule to regulate CO₂ emissions from existing fossil fuel-fired EGUs. The CPP established CO₂ emission rates and mass cap goals that apply to existing fossil fuel-fired EGUs. Petitions challenging the rule ~~have been~~were filed by ~~several~~numerous groups and on February 9, 2016, the Supreme Court issued a stay of the final CPP rule, halting implementation of the CPP until legal challenges are resolved. States in which the Duke Energy Registrants operate have suspended work on the CPP in response to the stay. Oral arguments before 10 of the 11 judges on the D.C. Circuit Court were heard on September 27, 2016. The court has not issued its opinion in the case.

~~PART I~~

On March 28, 2017, President Trump signed an executive order directing EPA to review the CPP and determine whether to suspend, revise or rescind the rule. On the same day, the DOJ filed a motion with the D.C. Circuit Court requesting that the court stay the litigation of the rule while it is reviewed by EPA. On April 28, 2017, the court issued an order to suspend the litigation for 60 days. On August 8, 2017, the court, on its own motion, extended the suspension of the litigation for an additional 60 days. On October ~~10,~~16, 2017, EPA issued a Notice of Proposed Rulemaking (NPR) to repeal the CPP based on a change to EPA’s legal interpretation of the section of the Clean Air Act ~~(CAA)~~ on which the CPP was based. ~~In the proposal EPA indicates that it has not determined whether it will issue a rule to replace the CPP, and if it will do so, when and what form that rule will take.~~ The comment period on EPA's NPR ended April 26, 2018. On December 28, 2017, EPA issued an Advance Notice of Proposed Rulemaking (ANPRM) in which it sought public comment on various aspects of a potential CPP replacement rule. The comment period on the ANPRM ended February 26, 2018. On July 9, 2018, EPA sent a proposed CPP replacement rule to the OMB for review; after that review is completed, EPA will issue its proposal ~~ends December 15, 2017.~~for public comment. Litigation of the CPP remains on hold in the D.C. Circuit Court and the February 2016 U.S. Supreme Court stay of the CPP remains in effect. The Duke Energy Registrants cannot predict the outcome of these matters.

Section 126 Petitions

On November 16, 2016, the state of Maryland filed a petition with EPA under Section 126 of the Clean Air Act alleging that 19 power plants, including two that Duke Energy Registrants own and operate, contribute to violations of EPA’s National Ambient Air Quality Standards (NAAQS) for ozone in the state of Maryland. On March 12, 2018, the state of New York filed a petition with EPA, also under Section 126 of the Clean Air Act alleging that over 60 power plants, including four that Duke Energy Registrants own and operate, contribute to violations of EPA’s ozone NAAQS in the state of New York. Both Maryland and New York seek EPA orders requiring the states in which the named power plants operate impose more stringent nitrogen oxide (NO_x) emission limitations on the plants. On June 8, 2018, EPA proposed to deny the Maryland petition. EPA is under court order to take final action on the Maryland petition by September 15, 2018. The impact of these petitions could be more stringent requirements for the operation of NO_x emission controls at these plants. The Duke Energy Registrants cannot predict the outcome of these matters.

Global Climate Change

For other information on global climate change and the potential impacts on Duke Energy, see “Other Matters” in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Duke Energy’s Annual Report on Form ~~10-K~~10-K/A for the year ended December 31, ~~2016.~~2017.

North Carolina Legislation

~~In July 2017, the~~For other information on North Carolina ~~General Assembly passed House Bill 589~~legislation and ~~it was subsequently enacted into law by~~ the ~~governor.~~potential impacts on Duke Energy, see “Other Matters” in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Duke Energy’s Annual Report on Form 10-K/A for the year ended December 31, 2017.

Liquefied Natural Gas Facility

Piedmont Natural Gas plans to build a liquefied natural gas facility in Robeson County, North Carolina. The ~~law includes, among other things, overall reform of the application of the Public Utility Regulatory Policies Act of 1978 (PURPA) for new solar projects~~project is expected to be completed in the ~~state,~~summer of 2021 at a ~~requirement for~~cost of $250 million. Construction will begin in the ~~utility to procure approximately 2,600 MW~~summer of renewable energy through a competitive bidding process and recovery of costs related to the competitive bidding process through the fuel clause and a competitive procurement rider. Duke Energy is evaluating the impact of this law.2019.

Nuclear Matters

For other information on nuclear matters and the potential impacts on Duke Energy, see “Other Matters” in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Duke Energy’s Annual Report on Form ~~10-K~~10-K/A for the year ended December 31, ~~2016.~~2017.

PART I

New Accounting Standards

See Note 1 to the Condensed Consolidated Financial Statements, “Organization and Basis of Presentation,” for a discussion of the impact of new accounting standards.

Off-Balance Sheet Arrangements

During the three and ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, there were no material changes to Duke Energy’s off-balance sheet arrangements. See Note 1312 to the Condensed Consolidated Financial Statements, "Variable Interest Entities," for a discussion of off-balance sheet arrangements regarding ~~Atlantic Coast Pipeline.~~ACP. For additional information on Duke Energy’s off-balance sheet arrangements, see “Off-Balance Sheet Arrangements” in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Duke Energy’s Annual Report on Form ~~10-K~~10-K/A for the year ended December 31, ~~2016.~~2017.

Contractual Obligations

Duke Energy enters into contracts that require payment of cash at certain specified periods, based on certain specified minimum quantities and prices. During the three and ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, there were no material changes in Duke Energy's contractual obligations. For an in-depth discussion of Duke Energy’s contractual obligations, see “Contractual Obligations” and “Quantitative and Qualitative Disclosures about Market Risk” in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Duke Energy’s Annual Report on Form ~~10-K~~10-K/A for the year ended December 31, ~~2016.~~2017.

Subsequent Events

See Note 18 to the Condensed Consolidated Financial Statements, “Subsequent Events,” for a discussion of subsequent events.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

During the three and ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, there were no material changes to the Duke Energy Registrants' disclosures about market risk. For an in-depth discussion of the Duke Energy Registrants' market risks, see “Quantitative and Qualitative Disclosures about Market Risk” in Item 7 of the Annual Report on Form ~~10-K~~10-K/A for the Duke Energy Registrants.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed by the Duke Energy Registrants in the reports they file or submit under the Securities Exchange Act of 1934 (Exchange Act) are recorded, processed, summarized and reported within the time periods specified by the ~~SEC~~U.S. Securities and Exchange Commission rules and forms.

Disclosure controls and procedures include, without limitation, controls and procedures designed to provide reasonable assurance that information required to be disclosed by the Duke Energy Registrants in the reports they file or submit under the Exchange Act are accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

~~PART I~~

Under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, the Duke Energy Registrants have evaluated the effectiveness of their disclosure controls and procedures (as such term is defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) as of ~~September~~June 30, ~~2017,~~2018, and, based upon this evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that these controls and procedures are effective in providing reasonable assurance of compliance.

Changes in Internal Control over Financial Reporting

Under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, the Duke Energy Registrants have evaluated changes in internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the fiscal quarter ended ~~September~~June 30, ~~2017,~~2018, and have concluded no change has materially affected, or is reasonably likely to materially affect, internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

For information regarding material legal proceedings, including regulatory and environmental matters, see Note 4,3, "Regulatory Matters," and Note 5,4, "Commitments and Contingencies," to the Condensed Consolidated Financial Statements. ~~For additional information, see Item 3, "Legal Proceedings,"~~

Methyl tertiary butyl ether (MTBE) Litigation

On June 19, 2014, the Commonwealth of Pennsylvania filed suit against, among others, Duke Energy Merchants, alleging contamination of waters of the state by MTBE from leaking gasoline storage tanks. MTBE is a gasoline additive intended to increase the oxygen level in gasoline and make it burn cleaner. The lawsuit was moved to federal court and consolidated into an existing multidistrict litigation docket of pending MTBE cases. This suit was settled for an immaterial amount in December 2017 and dismissed in January 2018.

In December 2017, the state of Maryland filed a lawsuit in Baltimore City Circuit Court against Duke ~~Energy’s Annual Report on Form 10-K for~~Energy Merchants and other defendants alleging contamination of its water supplies from MTBE. Duke Energy cannot predict the ~~year ended December 31, 2016.~~outcome of this matter.

ITEM 1A. RISK FACTORS

In addition to the other information set forth in this report, careful consideration should be given to the factors discussed in Part I, “Item 1A. Risk Factors” in the Duke Energy Registrants' Annual Report on Form ~~10-K,~~10-K/A, which could materially affect the Duke Energy Registrants’ financial condition or future results.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

~~ISSUERPURCHASES OF EQUITY SECURITIES~~

~~There were no issuer purchases of equity securities during the third quarter of 2017.~~None.

PART II

ITEM 6. EXHIBITS

Exhibits filed herein are designated by an asterisk (*). All exhibits not so designated are incorporated by reference to a prior filing, as indicated. Items constituting management contracts or compensatory plans or arrangements are designated by a double asterisk (**). The Company agrees to furnish upon request to the Commission a copy of any omitted schedules or exhibits upon request on all items designated by a triple asterisk (***).

Duke

Exhibit

Duke

Energy

Progress

Energy

Number

Energy

Carolinas

Energy

Progress

Florida

Ohio

Indiana

Piedmont

*4.1

~~Seventeenth~~Nineteenth Supplemental Indenture, dated as of ~~August 10, 2017 (incorporated by reference to Exhibit 4.1 to Registrant's Current Report on Form 8-K filed on August 10, 2017, File No. 1-32853).~~May 16, 2018.

4.2

~~Eighty-Seventh~~Fifty-Fifth Supplemental Indenture, dated as of ~~September~~June 1, ~~2017~~2018, (incorporated by reference to Exhibit 4.1 to Registrant's Current Report on Form 8-K filed on ~~September 8, 2017,~~June 21, 2018, File No. ~~1-3382)~~1-3274).

*10.1

~~Amendment to Duke Energy Corporation Executive Savings Plan, effective as of January 1, 2014.~~

*12

Computation of Ratio of Earnings to Fixed Charges – DUKE ENERGY CORPORATION.

*31.1.1

Certification of the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

*31.1.2

Certification of the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

*31.1.3

Certification of the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

*31.1.4

Certification of the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

*31.1.5

Certification of the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

*31.1.6

Certification of the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

*31.1.7

Certification of the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

*31.1.8

Certification of the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

*31.2.1

Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

*31.2.2

Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

*31.2.3

Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

*31.2.4

Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

*31.2.5

Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

*31.2.6

Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

~~PART II~~

*31.2.7

Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

*31.2.8

Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

PART II

*32.1.1

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*32.1.2

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*32.1.3

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*32.1.4

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*32.1.5

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*32.1.6

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*32.1.7

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*32.1.8

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*32.2.1

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*32.2.2

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*32.2.3

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*32.2.4

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*32.2.5

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*32.2.6

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*32.2.7

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*32.2.8

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*101.INS

XBRL Instance Document.

*101.SCH

XBRL Taxonomy Extension Schema Document.

~~PART II~~

*101.CAL

XBRL Taxonomy Calculation Linkbase Document.

*101.LAB

XBRL Taxonomy Label Linkbase Document.

*101.PRE

XBRL Taxonomy Presentation Linkbase Document.

PART II

*101.DEF

XBRL Taxonomy Definition Linkbase Document.

The total amount of securities of the registrant or its subsidiaries authorized under any instrument with respect to long-term debt not filed as an exhibit does not exceed 10 percent of the total assets of the registrant and its subsidiaries on a consolidated basis. The registrant agrees, upon request of the SEC, to furnish copies of any or all of such instruments to it.

PART II

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned thereunto duly authorized.



		DUKE ENERGY CORPORATION DUKE ENERGY CAROLINAS, LLC PROGRESS ENERGY, INC. DUKE ENERGY PROGRESS, LLC DUKE ENERGY FLORIDA, LLC DUKE ENERGY OHIO, INC. DUKE ENERGY INDIANA, LLC PIEDMONT NATURAL GAS COMPANY, INC.

Date:	~~November 3, 2017~~August 2, 2018	/s/ STEVEN K. YOUNG
		Steven K. Young Executive Vice President and Chief Financial Officer (Principal Financial Officer)

Date:	~~November 3, 2017~~August 2, 2018	/s/ ~~WILLIAM E. CURRENS JR.~~DWIGHT L. JACOBS
		~~William E. Currens Jr.~~Dwight L. Jacobs Senior Vice President, Chief Accounting Officer and Controller (Principal Accounting Officer)

~~132~~134



(in millions)
Current assets	$	497
Property, plant and equipment, net	4,714
Goodwill	3,353
Other long-term assets	804
Total assets	9,368
Current liabilities, including current maturities of long-term debt	576
Long-term liabilities	1,790
Long-term debt	2,002
Total liabilities	4,368
Total purchase price	$	5,000



	Nine Months Ended
(in millions)	September 30, 2016
Cash flows provided by (used in):
Operating activities	$	201
Investing activities	(35		)