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SCHEDULE 14A
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE
SECURITIES EXCHANGE ACT OF 1934
Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
<Table>
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted
by Rule 14a-6(e)(2))
[X] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material under sec.240.14a-12
</Table>
DUQUESNE LIGHT HOLDINGS, INC.
(NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
(NAME OF PERSON(S) FILING PROXY STATEMENT, IF OTHER THAN THE REGISTRANT)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required.
[ ] $125 per Exchange Act Rules O-11(c)(1)(ii), 14a-6(i)(1), 14a-6(i)(2) or
Item 22(a)(2)of Schedule 14A.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule O-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act Rule
O-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
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THE FOLLOWING IS A LETTER THAT WILL BE SENT TO OUR SHAREHOLDERS OF RECORD ON OR
ABOUT APRIL 1, 2004, IN CONJUNCTION WITH THE MAILING OF THE APRIL 1, 2004
DIVIDEND.
[DUQUESNE LIGHT HOLDINGS LOGO]
SHAREHOLDER [PHOTO]
S I D E L I G H T S
Annual Meeting May 27
You soon will be receiving our 2003 Annual Report, along with proxy
material for the Annual Meeting of Shareholders, which will take place at 10
a.m., Thursday, May 27, at the Manchester Craftsmen's Guild Auditorium, located
at 1815 Metropolitan St. on Pittsburgh's North Shore.
As noted in this newsletter over the past two years, the goal of our
Back-to-Basics strategy was to transition our company back to a traditional
electric utility business with a strong balance sheet, a predictable earnings
stream and a focus on shareholder value. The 2003 annual report, which also will
be available for viewing on our website, www.duquesnelight.com, details how the
company has done exactly what it told shareholders we planned to do when we
began implementing that vision. At the May 27 annual meeting, I look forward to
sharing with you how Duquesne Light is building its future as we continue to
meet the commitments made when we announced the Back-to-Basics plan.
The proxy material enclosed with the annual report details proposals to be
voted on at the meeting, including the election of directors, approval of
amendments to the 2002 Long-Term Incentive Plan and ratification of Deloitte &
Touche LLP as auditors. Each proposal is fully explained in the "Notice of 2004
Annual Meeting and Proxy Statement."
Shareholders who owned common stock, as of March 10, 2004, are eligible to
vote and to attend the meeting. Whether or not you plan to attend, I encourage
you to vote your proxy.
Register Your Vote Electronically
More than a third of the votes at last year's annual meeting were
registered electronically. Once again, we are offering shareholders the option
of electronic voting of their proxy via the telephone or through the Internet.
Using this free service will enable us to process votes quicker and save money.
You will be able to vote your shares at your convenience. Telephone and
Internet voting will be accepted 24 hours a day, seven days a week, through May
26.
To vote by Internet, go to www.votefast.com and follow the simple
instructions. Make sure you have your proxy card available when you access the
website.
To vote by telephone, also have your proxy card available and follow the
simple instructions when you call the toll-free number, 1-800-542-1160. A
touch-tone telephone is needed to use this option.
If you prefer to vote by mail, please mark, sign and date your proxy card
and return it in the postage-paid envelope to Duquesne Light Holdings, Inc., Box
68, Pittsburgh, PA 15230.
If you have not received your proxy material by May 1, please call us using
our toll-free Shareholder Relations number, 1-800-247-0400 (412-393-6167 in
Pittsburgh).
Again, I look forward to sharing the significant progress we made last year
with those of you who plan to attend our annual meeting.
Sincerely,
/s/ Morgan K. O'Brien
Morgan K. O'Brien
President and Chief Executive Officer
April 2004
Write To Us:
Shareholder Relations
411 Seventh Avenue, 7-4
Pittsburgh, PA 15219
or Call Us:
Toll-free: 1-800-247-0400
In Pittsburgh: 412-393-6167
or Fax Us:
412-393-1263
or Email Us:
share@duquesnelight.com
or Visit Our Website:
www.duquesnelight.com
Co-Transfer Agent and Registrar:
Inquiries or questions regarding
transferring stock certificates
should be directed, in writing, to:
Wells Fargo Shareowner Services
PO Box 64874
St. Paul, MN 55164-0874
You can check the status of a
stock-certificate transfer by
calling 1-800-468-9716.
VISIT OUR WEBSITE: www.duquesnelight.com
[DUQUESNE LIGHT HOLDINGS LOGO]
SHAREHOLDER
S I D E L I G H T S
VARIETY OF FREE ONLINE SERVICES AVAILABLE
Shareholders with Internet access can take advantage of a variety of free
services offered by Duquesne Light Holdings. Following are ways you can view or
make changes to your account information online, as well as sign up for dividend
reinvestment or direct deposit of your dividends.
View Account Info Online
Shareholders with Internet access who directly own stock can view -- and
make changes to -- their accounts online.
You can get detailed information from your computer, ranging from payment
and reinvestment history to certificate detail, Form 1099-DIV data and other
general account information. You also can make changes to your account using
this free, secure, online service.
Follow the simple steps at www.shareowneronline.com to enroll.
Dividend Reinvestment Options Available on Website
More than 60 percent of our shareholders acquire additional shares of
Duquesne Light Holdings common stock through reinvestment of their dividends and
automatic cash contributions from their bank accounts. The "For Our Investors"
section of our website, WWW.DUQUESNELIGHT.COM, enables you to email to us or
download forms needed to take advantage of the following ELECTRI-Stock services:
- purchase of shares at a nominal commission
- sale of shares at a nominal commission
- automatic cash contributions
- acceptance of certificates for safekeeping
- request of stock certificates from safekeeping
- re-registration of some or all of a shareholder's shares
- creation of new accounts as gifts
- direct purchase of Duquesne Light Holdings stock
You also can use our website to obtain a prospectus on this popular
program. If you do not have access to a personal computer with Internet access,
our friendly shareholder relations staff can send you the necessary forms or the
prospectus. See the front page of this newsletter for our toll-free numbers.
Direct Deposit Sign-Up Also Available on Web
You also can use the "For Our Investors" section of our website to join the
almost 20 percent of Duquesne Light Holdings shareholders who enjoy the
advantages of our direct deposit of dividends program.
As part of this free service, dividend funds are electronically transferred
to a checking or savings account on the payable date, and are available
immediately. A confirmation of the deposit is mailed to you.
You can join the program by filling out the downloadable form on our
website.
The form also is available by calling or writing us.
VISIT OUR WEBSITE: www.duquesnelight.com