Duke Energy


> Selected Financial Data
> Consolidated Statements of Income and Comprehensive Income
> Consolidated Balance Sheets
> Consolidated Statements of Cash Flows
> Consolidated Statements of Common Stockholders' Equity
> 1- Summary of Significant Accounting Policies
> 2- Business Combinations, Acquisitions and Dispositions
> 3- Business Segments
> 4- Regulatory Matters
> 5- Joint Ownership of Generating Facilities
> 6- Income Taxes
> 7- Risk Management and Financial Instruments
> 8- Investments in Affiliates
> 9 - Property, Plant and Equipment
> 10 - Debt and Credit Facilties
> 11- Nuclear Decommissioning Costs
> 12 - Guaranteed Preferred Beneficial Interests in Subordinated Notes of Duke Energy or Subsidiaries
> 13 - Preferred and Preference Stock
> 14 - Commitments and Contingencies
> 15 - Common Stock
> 16 - Stock Based Compensation
> 17 - Employee Benefit Plans
> 18 - Quarterly Financial Data
> 19 - Subsequent Events
> Auditors' Report


16- STOCK-BASED COMPENSATION

Under Duke Energy's 1998 Stock Incentive Plan, stock options for up to fifteen million shares of common stock may be granted to key employees. Under the plan, the exercise price of each option granted equals the market price of Duke Energy's common stock on the date of grant. Vesting periods range from one to five years with a maximum exercise term of ten years.

Effective with Duke Energy's merger with PanEnergy Corp, each share of PanEnergy common stock, outstanding immediately prior to the merger, was converted into the right to receive 1.0444 shares of Duke Energy common stock. Each option to purchase PanEnergy common stock, outstanding prior to the merger, was assumed by Duke Energy and became exercisable upon the same terms as under the applicable PanEnergy stock option plan and option agreement, except that these options became options to purchase shares of Duke Energy common stock, appropriately adjusted.



Duke Energy had 1.5 million and 2.4 million options exercisable at December 31, 1998 and 1997, with weighted average exercise prices of $22 and $21 per option, respectively.

The weighted-average fair value of options granted was $10, $9 and $10 per option during 1999, 1998 and 1997, respectively. The fair value of each option grant was estimated on the date of grant using the Black-Scholes option-pricing model.


Had compensation expense for stock-based compensation been determined based on the fair value at the grant dates, 1999 net income would have been $1,498 million, or $4.06 per basic share; 1998 net income would have been $1,250 million, or $3.40 per basic share; and 1997 net income would have been $971 million, or $2.50 per basic share.

Duke Energy has the 1996 Stock Incentive Plan (the 1996 Plan) under which two million shares of common stock were reserved for awards to employees. Restricted stock grants made under the 1996 Plan vest over a period ranging between one and five years. Duke Energy awarded 65,850 restricted shares (fair value at grant dates of approximately $4 million) in 1999 and 3,000 restricted shares in 1998. Compensation expense for the grants is charged to earnings over the restriction period and was not material in 1999, 1998 or 1997.

In addition, Duke Energy granted Performance Awards under the 1998 Long-Term Incentive Plan (the 1998 Plan), under which fifteen million shares of common stock have been reserved for employee awards. Grants under the 1998 Plan vest over periods ranging between one and seven years. Duke Energy awarded 493,200 shares (fair value at grant dates of $26 million) in 1999. Compensation expense for the stock grants is charged to earnings over the vesting period, and amounted to $3 million in 1999.