EXHIBIT 23.2

                         INDEPENDENT AUDITORS' CONSENT

  We consent to (i) the incorporation by reference in this Registration
Statement on Form S-3 of Duke Capital Corporation, (ii) the incorporation by
reference in Post-Effective Amendment No. 2 to Registration Statement
No. 333-71297 on Form S-3 of Duke Capital Corporation and (iii) the
incorporation by reference in Post-Effective Amendment No. 1 to Registration
Statement No. 333-85995 on Form S-3 of Duke Capital Corporation of our report
dated January 16, 1997 on the consolidated balance sheet of PanEnergy Corp as of
December 31, 1996 and the related consolidated statements of income, common
stockholders' equity and cash flows for the years ended December 31, 1996 and
1995 appearing in the annual report on Form 10-K of PanEnergy Corp for the year
ended December 31, 1996 and to the reference to our firm under the heading
"Experts" in the Prospectus.

     /s/ KPMG LLP
- ---------------------------
       KPMG LLP


Houston, Texas
December 7, 1999