EXHIBIT 99.1

EXECUTIVE COMPENSATION OF CERTAIN
DUQUESNE LIGHT COMPANY EXECUTIVE
OFFICERS FOR 1994 AND SECURITY OWNERSHIP
OF DUQUESNE LIGHT COMPANY DIRECTORS
AND EXECUTIVE OFFICERS AS OF FEBRUARY 16, 1995

REPORT OF THE COMPENSATION COMMITTEE OF THE
BOARD OF DIRECTORS ON EXECUTIVE COMPENSATION

All components of executive officer compensation were approved by the Board
of Directors based on the recommendations of the Compensation Committee, which
is composed entirely of non-employee directors.

It is anticipated that in 1995, as in 1994, all compensation to executives
will be fully tax deductible. It is the present intention of the Committee to
seek to ensure that all compensation payable to executives that is otherwise tax
deductible will continue to be tax deductible; however, the Committee reserves
the right to take whatever action with respect to the compensation of executive
officers that it deems appropriate and in the best interest of the Company and
DQE stockholders. The Committee will finalize its intention when final tax
regulations are issued under Section 162(m) of the Internal Revenue Code.

The primary objective of the Compensation Committee is to ensure that
Duquesne Light Company's (Duquesne's) executive compensation programs and
strategies are designed and administered to attract, retain and motivate the
executive talent required to achieve Duquesne's overall mission of creating and
enhancing value for DQE stockholders, customers and employees, as well as for
the community in which it operates.

The Compensation Committee's actions are governed by a long-standing
philosophy of developing and administering executive compensation programs that
encourage a high level of operational excellence and financial performance to
maximize stockholder value and customer satisfaction.

The Committee also strives to simultaneously foster community participation
and support quality leadership initiatives and innovative methodologies that
will effectively manage Duquesne's human resources and capital assets.

Throughout the development and administration of Duquesne's strategic
compensation plans, the Committee has adhered to a results-based approach by
linking a significant percentage of total compensation to meeting performance
objectives. The three variable components of executive compensation (base
salary, cash incentives and stock options) are based on performance.

The Committee has purposely placed an emphasis on the "at risk" elements of
compensation for Duquesne's executives. Duquesne's awards under these incentive
programs are tied to corporate and individual performance. The accomplishment
of goals and objectives is at the center of the Committee's decision to make
awards under these incentive programs. The Committee exercises a degree of
discretion in administering these incentive plans which the Committee believes
encourages the executives to continually focus on building long-term stockholder
value.

An independent outside consultant with significant industry expertise has
determined that a greater percentage of Duquesne's executive officers' total
compensation is variable and placed at risk, when benchmarked against a
comparative industry panel of electric utility companies of similar operating
revenue size.

The three components of Duquesne's executive compensation program are base
salary, annual cash and stock-option incentives and long-term stock options.
The Company has entered into employment agreements with Messrs. von Schack,
Marshall, and Schwass and Ms. Green pursuant to which the minimum annual base
salary is specified. All stock options are granted under the Long-Term
Incentive Plan and are performance based.

Annually, the Committee reviews and determines base salary levels, annual
incentive compensation, and long-term performance-based stock option vesting,
with vesting decisions intended to encourage long-term results that increase
stockholder value.

Executive officers may or may not earn, on the basis of performance, cash
in the form of adjustments to base salary and annual cash incentives. Executive
officers also have the opportunity to earn annual performance stock options
under the Long-Term Incentive Plan as described under the caption "Annual
Incentives." Finally, they have the opportunity to also earn Long-Term
Incentive Plan performance-based stock options under a three-year grant.

The base salaries of executive officers are competitively benchmarked
against a comparative industry panel of electric utility companies of similar
revenue and operating characteristics. The Committee's goal is to target base
salaries at the average of the comparative industry panel.

In addition to the industry panel comparison, the Committee considered 1993
results in the areas of customer service levels, cost-effective management and
operational performance (including, for example, generating plant performance
and system reliability) in determining whether a base salary increase would be
granted to the executive officers in 1994. The named executive officers, other
than Mr. von Schack and Mr. Beck, received increases in base salary in 1994.

The executive officers have the opportunity to earn annual cash and stock
option performance awards by meeting short-term operating and financial goals.
Individual objectives are established for each executive officer in consultation
with the CEO and

approved by the Compensation Committee. The Committee reviews the specific
results for each executive officer and the corporate performance with the Board
of Directors during the following year. The Board of Directors, upon the
recommendation of the Compensation Committee, approves the amount of annual
performance awards granted to each executive officer based on the achievement
of corporate and individual objectives.

Annual performance awards are granted only if a pre-determined corporate
financial performance threshold is met. The threshold recommended by the
Compensation Committee and approved by the Board of Directors for 1993 related
to DQE's earnings per share. This goal was met in 1993.

Each executive officer must also meet his or her individual annual
objectives. Specific objectives established in 1993 and considered by the
Committee in 1994 in determining the annual performance compensation awards
earned by the executive officers supported one or more of five major corporate
objectives, including maximizing long-term stockholder value, providing quality
service and superior customer satisfaction, managing assets cost effectively,
maintaining excellent operational performance and providing leadership in the
community. Assessment of operational performance was based, for example, upon
such measures as generating plant availability and system reliability.

In the aggregate, cash awards for annual incentives do not exceed 40% of
base salary for the Chief Executive Officer and 30% of base salary for all other
executive officers. Annual cash incentive awards for executives range from
0-40% of base salary depending upon the degree to which performance objectives
are met. See the Summary Compensation Table for the annual cash incentive
compensation awards earned by the executive officers for 1993 and paid in 1994.

The number of performance stock options awarded annually to executive
officers is determined by use of a cash incentive performance multiplier. The
size of the multiplier is based on the amount of increase in earnings per share
of DQE Common Stock. In 1994, the Committee awarded annual performance options
in the amount of 44,815 to Mr. von Schack; 15,119 to Mr. Marshall; 16,058 to Mr.
Schwass; 13,931 to Ms. Green; and 9,319 to Mr. Beck. Additional options were
not earned because not all of the established performance objectives were
achieved (see footnote (3) to the Summary Compensation Table). The grant
relative to these vested stock options was disclosed in the option grant table
included in the Duquesne Light Company Statement for 10-K for 1994. Fifty
percent of the annual stock options awarded in 1994 vest upon award. An
executive must wait one year before being able to exercise the remaining 50%.

Long-Term Incentive Plan performance-based stock options awarded in 1994
were granted to executive officers in 1991 under the provisions of a three-year
plan recommended by the Compensation Committee and approved by the Board of
Directors. Three-year strategies were developed by each executive officer and
annual milestones designed to enhance the general well-being of Duquesne were
established for each executive officer by the CEO and approved by the
Compensation Committee. The long-term strategies are

designed to support the long-term corporate objectives of maximizing
stockholder value, providing quality service and superior customer
satisfaction, managing assets cost effectively, maintaining excellent
operational performance and providing leadership in the community. Through a
performance-based vesting schedule, each executive officer had the opportunity
to earn a percentage of the three-year grant annually. The Compensation
Committee reviewed the performance results and determined the amount of the
award with the approval of the Board of Directors. The vesting opportunity was
up to 30% in the first year, up to 60% in the second year, and up to 100% in
the third year. With respect to third-year vesting for the 1991 Long-Term
Incentive Plan based on achievement of their long-term strategies, Messrs.
von Schack and Schwass, Ms. Green and Mr. Beck received 40% vesting and
Mr. Marshall received 44% vesting. A new three-year plan was established by
the Compensation Committee in 1994. The new grants shown in the table
entitled, "Option/SAR Grants in Last Fiscal Year," have the same vesting limits
and rewards are determined by results.

As with all executive officers, the Committee reviews the CEO's prior
year's performance when evaluating whether or not a prospective performance
increase is recommended with respect to his base salary and whether awards are
made under the annual cash and stock-option incentive programs and for the long-
term incentive performance-based stock option vesting.

The CEO's performance is evaluated on the basis of the overall performance
of Duquesne, the performance of the other members of his management team and, as
discussed in more detail below, his leadership in developing and implementing
operating and strategic plans to further Duquesne's long-term corporate
objectives. Within the parameters of the specific compensation programs
previously discussed, the Committee has the flexibility to exercise a degree of
discretion in evaluating the CEO's total performance.

The Committee believes that emphasis should be placed on the variable
compensation portion (i.e., incentive cash and stock options) of the CEO's total
compensation (see previous discussion on pages 1 through 4). Both the Committee
and the Board believe that this strengthens the relationship between corporate
performance and ultimate total compensation for the CEO, thus maximizing
stockholder value. The Committee, emphasizing the at-risk compensation aspect
of Mr. von Schack's total compensation, has not given him an increase in base
salary since 1992. His current base salary level is below the average of the
comparative industry panel.

Under the leadership of the CEO, the management team continued to achieve
excellent results with respect to Duquesne's long-term corporate objectives. In
1994 DQE and Duquesne continued to demonstrate a solid track record of financial
and operational performance. DQE's earnings per share increased 26 cents, and
DQE's Common Stock dividends increased eight cents annually. DQE's common stock
has had a total return which consistently exceeded both the Standard & Poor's
500 and S&P Electric Companies over the same period. A full report on DQE's
financial performance

can be found in the 1994 Annual Report to Stockholders. These results are
consistent with DQE's stockholder objective to achieve measurable and
meaningful increases in the value of our stockholders' investment.

Customers continue to rate Duquesne's quality of service significantly
higher than the national utility average, according to independent surveys.
Duquesne's customers also continued to experience service reliability among the
top 25% of U.S. utilities. Customer rates were reduced on average 8% in April
of last year. Duquesne's customer service and marketing activities received
outstanding national recognition during 1994, including two national Edison
Electric Institute marketing awards for innovative residential and commercial
marketing activities, four Edison Electric Institute/American Gas Association
"Eagle" awards for outstanding and innovative customer service programs and one
Electric Power Research Institute ("EPRI") "Lighting the Way" Award for
application of EPRI technology.

Duquesne continues to be widely recognized as an environmental leader.
Some examples of recent environmental accomplishments include successfully
meeting all of the objectives and goals of Duquesne's Environmental Strategic
Plan; completing a comprehensive environmental training program attended by all
Duquesne employees (believed to be a first of its kind); developing an
innovative environmental nitrogen oxide emission control system; and
establishing a Company-wide pollution prevention program to plan, document and
verify Duquesne's continuing efforts to effectively control pollution. Duquesne
remains fully committed to being an environmentally clean utility and an
innovative and forward-thinking environmental leader into the future.

The CEO also has taken a strong leadership role in community affairs,
including active participation on boards and committees of various organizations
which focus resources on the most pressing community problems and which serve to
improve the quality of life for people who live and work in Duquesne's service
territory. These activities and those in the environmental area relate directly
to Duquesne's community objective to be a community leader in improving the
quality of life in our service territory. The objective recognizes that our
future success is clearly linked to the economic health and vitality of the
region we serve.

We believe that our existing compensation philosophy has been effective in
attracting and retaining the management talent necessary to ensure a desirable
and consistent performance for stockholders and customers alike.

G. Christian Lantzsch, Chairman
Doreen E. Boyce
Robert P. Bozzone
Sigo Falk

Compensation

The following Summary Compensation Table sets forth certain information as
to cash and noncash compensation earned and either paid to, or accrued for the
benefit of, the Chairman of the Board and Chief Executive Officer and the four
highest paid executive officers of Duquesne for service during the periods
indicated. Messrs. von Schack, Marshall and Schwass are executive officers of
DQE and Duquesne Light. The titles listed are those held for Duquesne, and the
amounts shown are for services to Duquesne. Total compensation amounts are
shown in the DQE Proxy Statement for 1994. The information is incorporated here
by reference. Ms. Green and Mr. Beck are executive officers of Duquesne Light
only, and the amounts shown are for services in those capacities.

SUMMARY COMPENSATION TABLE

Annual Compensation Long-Term Compensation
------------------------------------ ---------------------------------------
Awards Payouts
----------------------------- --------
(a) (b) (c) (d) (e) (f) (g) (h) (i)
Securities
Other Annual Restricted Underlying All Other
Compen- Stock Performance LTIP Compen-
Name and Salary Bonus sation Award(s) Options/SARs Payouts sation
Principal Position Year ($) ($)(1) ($)(2) ($) (#)(3) ($) ($)(2)
--------------------------------------------------------------------------------------------------------------------------------

W. W. von Schack 1994 393,360 0 155,272 0 155,000 0 4,014
COB and CEO 1993 440,000 154,880 355,847 0 59,860 0 4,497
1992 440,000 224,733 45,020 0 55,120 0 4,364

D. D. Marshall 1994 171,638 0 6,997 0 52,813 0 4,033
President and COO 1993 185,000 52,250 26,687 0 21,203 0 4,497
1992 175,000 48,125 6,098 0 27,974 0 4,364

G. L. Schwass 1994 171,638 0 19,073 0 52,813 0 3,967
Senior Vice Pres. 1993 185,000 57,000 39,395 0 26,091 0 4,497
and CFO 1992 172,500 51,750 9,878 0 17,845 0 4,364

D. L. Green 1994 166,333 0 16,319 0 35,469 0 4,482
Senior Vice Pres. - 1993 160,500 49,500 34,480 0 13,931 0 4,497
Administration 1992 153,000 41,311 0 0 15,828 0 4,364

R. D. Beck 1994 146,400 0 711 0 33,725 0 4,355
Vice President - 1993 146,400 32,208 0 0 12,707 0 4,293
Marketing & 1992 146,268 31,581 0 0 14,850 0 4,275
Customer Services

(1) No incentive compensation is shown for 1994 since the annual review of
corporate and individual performance for 1994, which will determine such
compensation, has not occurred. The amount of any such compensation is
determined annually in each year based upon the prior year's performance
and either paid or deferred (via an eligible participant's prior election)
in the following year. The amounts shown for 1992 and 1993 are the awards
earned in those years but established and paid or deferred in the
subsequent years.

(2) Amounts of Other Annual Compensation are connected to the funding of
service obligations for non-qualified pension benefits due to tax law
changes and to ERISA requirements. Amounts of All Other Compensation shown
are Duquesne Light match contributions during 1992, 1993 and 1994 under the
Duquesne Light Company 401(k) Retirement Savings Plan for Management
Employees.

(3) Includes total number of stock options granted during the fiscal year, with
or without tandem SARs,

and stock for stock (reload) options on option exercises, as applicable,
whether vested or not. See table titled Option/SAR Grants in Last Fiscal
Year. The stock options are subject to vesting (exercisability) based on
Company and individual performance and achievement of specified goals and
objectives. Of the original amount of 1992 stock options granted, Messrs.
von Schack, Marshall, and Schwass, Ms. Green and Mr. Beck have lost 12,435;
4,698; 3,569; 4,432; and 6,138 stock options, respectively. Of the original
amount of 1993 stock options granted, Messrs. von Schack, Marshall and Mr.
Beck have lost 6,107; 939; and 3,388 stock options, respectively.

Supplemental Tables

The following tables provide information with respect to options to
purchase DQE Common Stock and tandem stock appreciation rights in 1994 under the
Plan.

Option grants in 1994 to executives were structured to align their
compensation with the creation of value for common stockholders. For example,
should DQE stock rise 50% in value over the ten-year option term (from $29.5625
per share to $44.34 per share), stockholder value would increase an estimated
$772,948,043, while the value of the grants to the individuals listed below
would increase an estimated .56% ($4,384,977) of the total gain realized by all
stockholders.

OPTION/SAR GRANTS IN LAST FISCAL YEAR

Individual Grants

(a) (b) (c) (d) (e) (f)
% of Total
Number of Options/
Securities SARs
Underlying Granted to
Options/ Employees Exercise or Grant Date
SARs in Fiscal Base Price Expiration Present
Name Granted (#) Year ($/Sh)(3) Date Value ($)(4)
--------------- ----------- ----------- --------------- ----------- --------------

W. W. von Schack 55,000(1) 12.6% 32.00 03/21/04 195,800*
100,000(2) 22.9% 30.50 08/29/04 348,000*

D. D. Marshall 17,813(1) 4.0% 32.00 03/21/04 63,414*
35,000(2) 8.0% 30.50 08/29/04 121,800*

G. L. Schwass 17,813(1) 4.0% 32.00 03/21/04 63,414*
35,000(2) 8.0% 30.50 08/29/04 121,800*

D. L. Green 15,469(1) 3.5% 32.00 03/21/04 55,070*
20,000(2) 4.5% 30.50 08/29/04 69,600*

R. D. Beck 13,725(1) 3.1% 32.00 03/21/04 48,861*
20,000(2) 4.5% 30.50 08/29/04 69,600*

* The actual value, if any, an executive may realize will depend on the
difference between the actual stock price and the exercise price on the
date the option is exercised. There is no assurance that the value
ultimately realized by an executive, if any, will be at or near the value
estimated.

(1) The performance stock options with tandem stock appreciation rights granted
during 1994 are not presently exercisable. The Compensation Committee will
determine the number of stock option/stock appreciation rights that will
vest in 1995 based on 1994 performance. Once the number is

determined, 50% of the award vests immediately and the remaining 50% vests
one year later. Vesting will be accelerated on the occurrence of a change
in control as provided in the Plan. These grants included tandem stock
appreciation rights but not dividend equivalents.

(2) These grants represent performance stock options with dividend equivalents.
Awards are made over a three-year period and are determined on the basis of
individual achievement of strategic goals and objectives.

(3) The exercise price of the options is the fair market value of DQE Common
Stock on the date such options were granted. The exercise price may be
payable in cash or previously owned shares of DQE Common Stock.

(4) The grant date present value shown in column (f) gives the theoretical
value of the options listed in column (b) on the grant dates using the
Black-Scholes option pricing model, modified to account for the payment of
dividends. The theoretical value of the options expiring on March 21, 2004
($32.00 exercise price) and August 29, 2004 ($30.50 exercise price) was
calculated assuming an option life of ten years; a periodic risk-free rate
of return equal to the yield of the U.S. Treasury note having a similar
maturity date as the option expiration date, as reported on the grant date
(6.43% and 7.20%, respectively); a quarterly dividend of $0.42 as of the
option grant date, with an expected growth rate of 4.5% per year as
estimated by "Value Line"; and an expected stock price volatility over the
same length of time as the option life, as reported on the grant date
(17.87% and 17.79% per month, respectively). No adjustments to the grant
date present values have been made with respect to exercise restrictions,
cancellation, or early exercise.

Aggregated Option/SAR Exercises in Last Fiscal Year
and Fiscal Year-End Option/SAR Values

(a) (b) (c) (d) (e)
Number of Securities Value of Unexercised
Underlying Unexercised in-the-Money
Number of Options/SARs at Options/SARs at
Securities Fiscal Year-End (#)(4)(5) Year-End ($)(6)
Underlying Value -------------------------- -------------------
Options/SARs Realized Exercisable/ Exercisable/
Name Exercised (#) ($)(3) Unexercisable Unexercisable
--------------- ------------ ------- -------------------------- --------------------

W. W. von Schack 24,790 (1) 227,434 190,805 / 69,301 708,353 / 86,297

D. D. Marshall 12,360 (2) 72,749 56,184 / 22,105 212,402 / 26,690

G. L. Schwass 0 0 67,173 / 23,759 226,910 / 29,040

D. L. Green 0 0 60,902 / 19,229 348,959 / 22,062

R. D. Beck 0 0 39,219 / 14,053 118,794 / 16,934

_____________________

(1) Stock option exercised for stock by tendering cash.

(2) Stock appreciation rights exercised for cash.

(3) Represents the difference between the exercise price of the options or SARs
and the fair market value of DQE Common Stock on the date of exercise.

(4) The numbers set forth do not include options/SARs previously granted
(including those granted in 1994) but not yet earned. The number to be
earned will be based on individual performance and could range from zero to
the numbers listed below for the named executives, respectively: 155,000;
52,813; 52,813; 35,469; and 33,725. The exercise price of these options is
in excess of the fair market value of the underlying DQE Common Stock.
These options may be earned by the executive over future periods from one
to three years as established with each option grant.

(5) In 1994 SARs were added to the stock-for-stock (reload) options granted in
1993.

(6) Represents the difference between the exercise price of the options or SARs
and the fair market value of DQE Common Stock at December 30, 1994.

Retirement Plan

The following table illustrates the estimated annual benefits payable upon
retirement at age 65 to management employees in the specified earnings
classifications and years of service shown:

PENSION PLAN TABLE

Highest Years of Service at Normal Retirement on January 1, 1995
Consecutive ------------------------------------------------------------------------------------------------
Five-Year
Average
Compensation 10 15 20 25 30 35 or More
-------------- ----------- ---------- -------- --------- -------- ----------

$100,000 $ 16,183 $ 24,274 $ 32,365 $ 40,457 $ 46,693 $ 51,693
$125,000 $ 20,683 $ 31,024 $ 41,365 $ 51,707 $ 59,593 $ 65,843
$150,000 $ 25,183 $ 37,774 $ 50,365 $ 62,957 $ 72,493 $ 79,993
$175,000 $ 29,683 $ 44,524 $ 59,365 $ 74,207 $ 85,393 $ 94,143
$200,000 $ 34,183 $ 51,274 $ 68,365 $ 85,457 $ 98,293 $108,293
$225,000 $ 38,683 $ 58,024 $ 77,365 $ 96,707 $111,193 $122,443
$250,000 $ 43,183 $ 64,774 $ 86,365 $107,957 $124,093 $136,593
$300,000 $ 52,183 $ 78,274 $104,365 $130,457 $149,893 $164,893
$400,000 $ 70,183 $105,274 $140,365 $175,457 $201,493 $221,493
$500,000 $ 88,183 $132,274 $176,365 $220,457 $253,093 $278,093
$600,000 $106,183 $159,274 $212,365 $265,457 $304,693 $334,693
$700,000 $124,183 $186,274 $248,365 $310,457 $356,293 $391,293

Compensation utilized for pension formula purposes includes salary and
bonus reported in columns (c) and (d) of the Summary Compensation Table. An
employee who has at least five years of service has a vested interest in the
retirement plan. Benefits are received by an employee upon retirement, which
may be as early as age 55. Benefits are reduced by reason of retirement prior
to age 60 or by reason of the operation of certain options under which benefits
are payable to survivors upon the death of the employee. Pension amounts set
forth in the above table reflect the integration with social security of the
tax-qualified retirement plans. Retirement benefits are not subject to any
other offset or reduction based on the amount of any other benefits.

The executive officers named in the Summary Compensation Table had the
following whole years of credited service and five-year covered compensation
with Duquesne and its affiliates (including additional service credits and
compensation recognized under supplemental pension arrangements) as of January
1, 1995: Mr. von Schack - 28 years,

current five-year covered compensation $585,579; Mr. Marshall - 19 years,
current five-year covered compensation $211,817; Mr. Schwass - 18 years, current
five-year covered compensation $220,458; Ms. Green - 13 years, current five-year
covered compensation $189,484; Mr. Beck - 32 years, current five-year covered
compensation $172,805.

Employment Agreements

DQE and Duquesne Light Company entered into a four-year employment
agreement with Mr. von Schack and three-year agreements with Mr. Marshall and
Mr. Schwass. Duquesne Light Company also entered into a three year agreement
with Ms. Green. Each agreement is subject to automatic one-year renewals unless
prior written notice of termination is given by the executive or the Company.

The agreements provide, among other things, that each executive serve in
his or her present position at an annual base salary of at least $440,000 for
Mr. von Schack; at least $190,000 for each of Messrs. Marshall and Schwass; and
at least $165,000 for Ms. Green, subject to periodic review, and for the
participation of each in executive compensation and other employee benefit plans
of the companies.

If any of the executives is discharged other than for cause or resigns for
good reason, then, in addition to any amounts earned but not paid as of the date
of termination, he or she would receive in a cash lump sum the balance of his or
her base salary for the remaining term of the agreement, a bonus amount of the
remaining term of the agreement calculated at a rate equivalent to his or her
prior year's bonus and the actuarial equivalent of the additional pension he or
she would have accrued had his or her service for pension purposes continued
until the expiration of the agreement. In addition, the executive would be
entitled to immediate vesting (or the redemption in cash) of all of his or her
stock-based awards. Mr. von Schack's agreement also provides (1) for continued
payment of base salary and bonus amounts for the remaining term of the agreement
if his employment is terminated due to death or disability and (2) for him to be
made whole for the payment of any such federal excise taxes, interest or
penalties in the event that any payments would subject him to such federal
excise tax or interest or penalties with respect to such excise tax.

Beneficial Ownership of Stock

The following list shows all equity securities of DQE (Common Stock only)
and its principal subsidiary, Duquesne Light (Preferred and Preference Stock
only), beneficially owned by all directors and executive officers of Duquesne
Light as a group (20 persons) as of February 16, 1995, including shares owned by
officers and directors jointly with other persons:

Shares Shares
Beneficially Outstanding
Title of Class Owned February 16, 1995

Common Stock...... 57,706 52,892,694
Preference Stock.. 3,076 841,052
Preferred Stock... 0 1,505,629

The directors and executive officers as a group did not own beneficially in
excess of 1% of any class of equity securities of DQE or Duquesne Light as of
February 16, 1995.

The following list shows all equity securities of DQE and Duquesne Light
beneficially owned, directly or indirectly, by each director and by each
executive officer named in the Summary Compensation Table as of February 16,
1995:

Shares of Duquesne
Shares of Nature of Light Co. Preference
Common Stock Ownership (1) Stock, Plan Series A (6)
------------- ---------------- ------------------------

Daniel Berg............ 390 VP, IP
1,100 Joint, SVP, SIP
Doreen E. Boyce........ 899 VP, IP
Robert P. Bozzone...... 500 VP, IP
Sigo Falk.............. 1,244 VP, IP
1,000 (2) SVP, SIP
William H. Knoell...... 1,000 VP, IP
690 (3) SVP, SIP
G. Christian Lantzsch.. 1,127 Joint, SVP, SIP
Robert Mehrabian....... 1,000 (4) SVP, SIP
Thomas J. Murrin....... 500 Joint, SVP, SIP
Robert B. Pease........ 759 VP, IP
108 Joint, SVP, SIP
Eric W. Springer....... 1,436 VP, IP
Wesley W. von Schack... 23,380 (5) VP, IP 406
David D. Marshall...... 5,736 (5) Joint, SVP, SIP 406
Gary L. Schwass........ 6,499 (5) VP, IP 404
Dianna L. Green........ 1,615 (5) VP, IP 406
Roger D. Beck.......... 588 (5) Joint, SVP, SIP 393

(1) The term "Joint" means owned jointly with the person's spouse. The
initials "VP" and "IP" mean sole voting power and sole investment power,
respectively, and the initials "SVP" and "SIP" mean shared voting power and
shared investment power, respectively.

(2) These shares are held by a trust in which Mr. Falk is an income beneficiary
but not a trustee.

(3) These shares are held by a trust in which Mr. Knoell is a trustee and the
income beneficiary.

(4) These shares are held by a Keogh trust in which Dr. Mehrabian is the sole
trustee; he and his spouse are the beneficiaries.

(5) The amounts shown as owned by Messrs. von Schack, Marshall and Schwass, Ms.
Green and Mr. Beck do not include shares of DQE Common Stock which they
have the right to acquire within 60 days of February 16, 1995 through the
exercise of stock options granted under the Long-Term Incentive Plan in the
following amounts: 190,805; 47,188; 58,763; 60,902; and 24,659,
respectively, and all executive officers as a group: 382,317 shares.

(6) The preference shares are held by the ESOP trustee for Duquesne's 401(k)
Plan on behalf of the executive officers, who have voting but not
investment power. The preference shares are convertible share-for-share
into DQE Common Stock or cash on retirement, termination of employment,
hardship, death or disability.

Compliance with SEC Reporting Requirements

Under Section 16(a) of the Securities Exchange Act of 1934, as amended,
Duquesne's directors, executive officers, and any persons holding more than ten
percent of the Company's Stock are required to report initial ownership of the
Company's Stock and any subsequent changes in ownership to the Securities and
Exchange Commission ("SEC"). Specific due dates have been established by the
SEC and Duquesne is required to disclose in this Statement any failure to file
by these dates. Based upon the copies of Section 16(a) reports which Duquesne
received from such persons for their 1994 fiscal year transactions and the
written representations from such persons that no annual Form 5 reports were
required to be filed for them for the 1994 fiscal year, Duquesne believes that
there has been compliance with all Section 16(a) filing requirements except that
the initial filing of James Cross, who became an executive officer during the
year, was 13 days late. Mr. Cross had no ownership of Duquesne Light stock at
the time of his election.

Directors' Fees and Plans

Directors who are not officers receive an annual retainer, last set in
1990, of $15,000 payable in twelve monthly installments and a fee of $1,000 for
each Board and committee meeting attended. Directors who are officers of the
Company receive no fees for their services as directors.

Each director under the age of 72 who is not an officer may elect under a
directors' deferred compensation plan to defer a percentage of his or her
director's remuneration until after termination of service as a director.
Deferred compensation may be received in one to ten annual installments
commencing, with certain exceptions, on the 15th day of January of the year
designated by the participant. Interest accrues quarterly on all deferred
compensation at a rate equal to a specified bank's prime lending rate. Daniel
Berg, G. Christian Lantzsch and Robert Mehrabian elected to participate in the
Plan for 1994.

A directors' retirement plan is in place to assure that compensation
arrangements for outside directors are adequate to attract and retain highly
qualified individuals. Under the plan, an eligible director will receive
monthly benefits equal to the monthly retainer in effect at the time of
retirement from the Board for a period equal to the total months of service on
the DQE and Duquesne Light Boards but no longer than 120 months. Payment of
benefits commences, unless deferred, on the first day of the month following
retirement.

As part of its overall program to promote charitable giving, the Company
has established a directors' Charitable Giving Program funded by Company-owned
life insurance policies on the directors. Directors are paired, and upon the
death of the second of the two directors, the Company will donate up to $500,000
each to one or more qualifying charitable organizations recommended by each of
the two directors and reviewed and approved by the Board's Employment and
Community Relations Committee. The Company subsequently will be reimbursed by
the life insurance proceeds. A director must have service of 60 months or more
in order to qualify for the full donation amount, with service of less than 60
months qualifying for an incremental donation. The program does not result in
any material cost to the Company.

Compensation Committee Interlocks and Insider Participation

The members of the Compensation Committee are Dr. Boyce and Messrs.
Bozzone, Falk and Lantzsch. No member of the Compensation Committee was at any
time during 1994 or at any other time an officer or employee of the Company.

No executive officer of the Company served on the Board of Directors or
Compensation Committee of any entity which has one or more executive officers
serving as a member of the Company's Board of Directors or Compensation
Committee.