UNITED STATES ~~SECURITIES~~ ~~AND EXCHANGE COMMISSION Washington, DC 20549~~

~~FORM~~SECURITIES 8K AND EXCHANGE COMMISSION

~~CURRENT~~Washington, ~~REPORT PURSUANT~~DC TO20549 ~~SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934~~

~~Date~~FORM of8-K ~~Report (Date of earliest event reported): April 12, 2004~~

Exact name of registrant as specified in its charter; Commission File No.:		Address of principal executive offices; zip code; registrant's telephone number, including area code:		State or other jurisdiction of incorporation or organization; IRS Employer Identification No.:
Duquesne Light Company		411 Seventh Avenue Pittsburgh, PA 15219 412-393-6000		Pennsylvania 25-0451600

CURRENT REPORT

~~Item~~PURSUANT ~~5. Other~~TO ~~Events.~~ SECTION 13 OR 15(d) OF THE

OnSECURITIES ~~April 12,~~EXCHANGE ~~2004,~~ACT ~~Duquesne~~OF ~~Light~~1934 Company entered into an underwriting agreement with Citigroup Global Markets Inc. and Wachovia Capital Markets, LLC, as Representatives of the Underwriters named therein, for the sale of 1,500,000 shares of Duquesne Light Company's 6.50% Preferred Stock, Cumulative, $50 Par Value Per Share ($50 Liquidation Value Per Share). Such Preferred Stock was registered under the Securities Act of 1933, as amended, pursuant to the Company's Registration Statement on Form S-3 (Registration No. 333-112929).

~~Item~~Date ~~7. Financial~~of Report ~~Statements~~(Date ~~and~~of ~~Exhibits.~~ earliest event reported):

September 15, 2004


Exact name of registrant as specified in its charter; Commission File No.:	Address of principal executive offices; zip code; registrant’s telephone number, including area code:	State or other jurisdiction of incorporation or organization; IRS Employer Identification No.:
Duquesne Light Holdings, Inc. 1-10290	411 Seventh Avenue Pittsburgh, PA 15219 412-393-6000	Pennsylvania 25-1598483

Duquesne Light Company 1-956	411 Seventh Avenue Pittsburgh, PA 15219 412-393-6000	Pennsylvania 25-0451600

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

On September 15, 2004, Duquesne Light Holdings Inc. (“Holdings”) and its wholly owned subsidiary Duquesne Light Company (“Duquesne Light”) entered into unsecured revolving credit facilities (each, a “revolver”) expiring in September 2007. Holding’s new $175 million revolver replaced its prior $110 million, 364-day revolver. Duquesne Light’s new $100 million revolver replaced its prior $180 million, 364-day revolver.

Both revolvers permit borrowings at interest rates of LIBOR (plus a margin of 0.75 % to 2.00%) or an alternate base rate (plus a margin from 0.0% to 1.00%). Both revolvers have commitment fees that range from 0.125% to 0.30%. Interest rates and commitment fees are based on the borrower’s then-current senior unsecured credit rating. Both revolvers are subject to cross-default if the borrower or any of its subsidiaries defaults on any payment due under any indebtedness exceeding $50 million. Both revolvers have financial covenants requiring the borrower to maintain a maximum debt-to-capitalization ratio of 65%, as defined in the revolvers. In addition, Holdings is required to maintain a minimum interest coverage ratio of 2-to-1, as defined in its revolver. Undrawn amounts under both revolvers are fully available for the issuance of letters of credit. As of September 20, 2004, $59.7 million of outstanding letters of credit were backed by the Holdings revolver, and $10.4 million of outstanding letters of credit were backed by the Duquesne Light revolver.

J.P. Morgan Securities Inc. and Union Bank of California, N.A., acted as joint lead arrangers of the revolvers. Thirteen other banks also participate in the revolvers.

SIGNATURES ~~SIGNATURE~~

Pursuant to the requirements of the Securities Exchange Act of 1934, ~~the~~each registrant has duly caused this report to be signed on its behalf by the ~~undersigned~~ undersigned thereunto duly authorized.

Duquesne Light Company (Registrant) Date April 13, 2004 /s/ WILLIAM F. FIELDS (Signature) William F. Fields Vice President and Treasurer


		Duquesne Light Holdings, Inc.
		(Registrant)

Date September 21, 2004		/s/ Stevan R. Schott
		(Signature)
		Stevan R. Schott
		Senior Vice President and
		Chief Financial Officer

		Duquesne Light Company
		(Registrant)

Date September 21, 2004		/s/ Stevan R. Schott
		(Signature)
		Stevan R. Schott
		Senior Vice President and
		Chief Financial Officer

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