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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) -February 9, 1999
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DUKE ENERGY CORPORATION
(Exact name of registrant as specified in its charter)
North Carolina 1-4928 56-0205520
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
526 South Church Street
Charlotte, North Carolina 28201-1006
(Address of principal executive offices) (Zip Code)
(704) 594-6200
(Registrant's telephone number, including area code)
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Not applicable
(Former name or address, if changed since last report)
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Item 5. Other Events.
On February 9, 1999, the management committee of Duke Energy's board of
directors, pursuant to authorization by the corporation's board, authorized the
execution of the rights agreement with The Bank of New York, as rights agent,
establishing the corporation's shareholder rights plan. Duke Energy executed the
rights agreement on that date. The management committee also fixed February 22,
1999, as the record date for a dividend distribution pursuant to the plan of one
right to purchase a unit of the corporation's preference stock for each share of
the corporation's common stock outstanding at the close of business on the
record date.
The North Carolina Utilities Commission authorized the shareholder rights
plan on January 19, 1999. The Public Service Commission of South Carolina
authorized the shareholder rights plan on January 26, 1999.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
4.1. Rights Agreement, dated as of December 17, 1998, between Duke
Energy Corporation and The Bank of New York, as Rights Agent.
The Rights Agreement includes the Form of Articles of
Amendment with respect to the Series A Participating
Preference Stock as Exhibit A, the Form of Rights Certificate
as Exhibit B and the Summary of Rights as Exhibit C.
99.1 Duke Energy Press Release, dated February 9, 1999, announcing
execution of Duke Energy's shareholder rights plan and fixing
of a record date for a dividend distribution pursuant to the
Rights Agreement.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.
DUKE ENERGY CORPORATION
By:
Name: Richard J. Osborne
Title: Executive Vice President
and Chief Financial Officer
Dated: February 11, 1999
EXHIBIT INDEX
Exhibit No. Description
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4.1 Rights Agreement, dated as of December 17, 1998, between Duke Energy
Corporation and The Bank of New York, as Rights Agent. The Rights
Agreement includes the Form of Articles of Amendment with respect to
the Series A Participating Preference Stock as Exhibit A, the Form
of Rights Certificate as Exhibit B
and the Summary of Rights as Exhibit C.
99.1 Press Release, dated February 9, 1999, announcing execution of the
shareholder rights plan and fixing of a record date for a dividend
distribution pursuant to the Rights
Agreement.
4