UNITED STATES

SECURITES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM U-9C-3

QUARTERLY REPORT PURSUANT TO RULE 58

For the quarter ended March 31, 2004

ALLEGHENY ENERGY, INC.
(Name of registered holding company)

800 Cabin Hill Drive, Greensburg, PA 15601
(Address of principal executive offices)

Inquiries concerning this Form U-9C-3 should be directed to:                              Thomas R. Gardner
                             Allegheny Energy, Inc.
                             800 Cabin Hill Drive
                             Greensburg PA 15601

ITEM 1 — ORGANIZATION CHART

Name of Reporting Company			Energy or Gas-related Company	Date of Organization	State of Organization	Percentage of Voting Securities Held
Allegheny Energy, Inc.	(1	)
Allegheny Ventures, Inc.	(2	)
Allegheny Energy
Solutions, Inc.	(3	)	Energy	July 23, 1997	Delaware		100	%
Allegheny Energy Supply
Company, LLC	(4	)
Buchanan Energy Company of Virginia, LLC	(5	)	Energy	March 14, 2002	Virginia		100	%
Allegheny Energy Supply
Development Services, LLC	(6	)	Energy	October 11, 2001	Delaware		100	%

ITEM 1 — ORGANIZATION CHART (continued)

Nature of Business:

        (1)     Allegheny Energy, Inc. holds directly all of the outstanding securities in Allegheny Ventures, Inc. and holds directly 98.42% of the outstanding voting securities in Allegheny Energy Supply Company,LLC.

        (2)      Allegheny Ventures, Inc. holds directly all of the outstanding securities in Allegheny Energy Solutions, Inc.

        (3)     Allegheny Energy Solutions, Inc. currently develops competitive generation solutions (i.e. distributed generation, cogeneration, prime power, green power, and uninterrupted power source (UPS)) for customers through products such as reciprocating generators, microturbines, steam turbines, combustion turbines, fuel cells, wind turbines, and solar cells.

        (4)     Allegheny Energy Supply Company, LLC holds 100% ownership in Buchanan Energy Company of Virginia, LLC. and Allegheny Energy Supply Development Services, LLC.

        (5)     Buchanan Energy Company of Virginia, LLC is a 50% owner of Buchanan Generation, LLC. The generating facility is a merchant power plant from which the  capacity, energy and ancillary services are sold to wholesale markets.

        (6)     Allegheny Energy Supply Development Services, LLC currently develops electric generation facilities.

ITEM 2 — ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS

Company Contributing Capital	Company Receiving Capital	Amount of Capital Contribution
None

ITEM 3 — ASSOCIATE TRANSACTIONS

Part I — Transactions performed by reporting companies on behalf of associate companies

Reporting
Company
Rendering
Services Associate
Company
Receiving
Services
Types of
Services
Rendered
Direct
Costs
Charged
Indirect
Costs
Charged
Cost
Of
Capital
Total
Amount
Billed

No services have been provided by the reporting companies to an associate company to date.

Part II — Transactions performed by associate companies on behalf of reporting companies

Associate Company Rendering Services	Reporting  Company Receiving Services	Types of Services Rendered	Direct Costs Charged	Indirect  Costs Charged	Cost Of Capital	Total Amount Billed
(In thousands)
Allegheny Energy Service Corporation	Allegheny Energy  Solutions, Inc.	Technical support; planning & implementation of financial programs; counsel on corporate, legal and regulatory matters; general and administrative services.	$129.0	$211.0		$340.0
Allegheny Energy Service Corporation	Allegheny Ventures,         Inc.	Technical support; planning & implementation of financial programs; counsel on corporate, legal and regulatory matters; general and administrative services.	$611.4	$219.8		$831.2
Allegheny Energy Service Corporation	Allegheny Energy Supply Company, LLC	Technical support; planning & implementation of financial programs; counsel on corporate, legal and regulatory matters; general and administrative services.	$13,315.7	$25,102.8		$38,418.5

ITEM 4 – SUMMARY OF AGGREGATE INVESTMENT

(In thousands)

Investments in energy-related companies:
Total consolidated capitalization as of March 31, 2004	$7,172,209		line 1
Total capitalization multiplied by 15% (line 1 multiplied by 0.15)	$1,075,831		line 2
Greater of $50 million or line 2		$1,075,831	line 3
Total current aggregate investment: (categorized by major line of energy-related business) Allegheny Ventures, Inc.: (including Allegheny Energy Solutions)       Allegheny Energy Supply Company LLC: (including, Buchanan Energy Company of Virginia, LLC and Allegheny Energy Supply Development Services, LLC)	$    26,519 $    46,145
Total current aggregate investment		$     72,664	line 4
Difference between the greater of $50 million or 15% of capitalization and the total aggregate investment of the registered holding company system (line 3 less line 4)		$1,003,167 ==========	line 5

Investments in gas-related companies:

None

ITEM 5 — OTHER INVESTMENTS

Major Line of Energy-Related Business	Other Investment in Last U-9C-3 Report	Other Investment in This U-9C-3 Report	Reason for Difference in Other Investment
None

ITEM 6 — FINANCIAL STATEMENTS AND EXHIBITS

         (A)   Current Period Financial Statements:

   Allegheny Energy Solutions, Inc. Statement of Operations for the Three
        Months Ended March 31, 2004

  Allegheny Energy Solutions, Inc. Balance Sheet at March 31, 2004

  Allegheny Ventures, Inc. Consolidated Statement of Operations for the Three
        Months Ended March 31, 2004

  Allegheny Ventures, Inc. Consolidated Balance Sheet at March 31, 2004

   Buchanan Energy Company of Virginia, LLC Statement of Operations for the Three
        Months Ended March 31, 2004

  Buchanan Energy Company of Virginia, LLC Balance Sheet at March 31, 2004

   Allegheny Energy Supply Development Services, LLC Statement of Operations for the
        Three Months Ended March 31, 2004

  Allegheny Energy Supply Development Services, LLC Balance Sheet at March 31, 2004

   Allegheny Energy Supply Company, LLC Consolidated Statement of Operations for the
        Three Months Ended March 31, 2004

  Allegheny Energy Supply Company, LLC Consolidated Balance Sheet at March 31, 2004

ALLEGHENY ENERGY SOLUTIONS, INC

STATEMENT OF OPERATIONS

(in thousands)

(unaudited)

	Three months ended March 31, 2004
Operating revenues	$	883
Operating expenses:
Operations and maintenance		4,345
Depreciation and amortization		43
Taxes other than income taxes		44
Total operating expenses		4,432
Operating loss		(3,549	)
Other income (expenses), net		417
Loss before income taxes		(3,132	)
Income tax benefit		(1,179	)
Net loss	$	(1,953	)

ALLEGHENY ENERGY SOLUTIONS, INC

BALANCE SHEET

(in thousands)

(unaudited)

	March 31, 2004
ASSETS
Current Assets:
Cash and cash equivalents	$	16,258
Accounts receivable:
Other		1,915
Allowance for uncollectible accounts		(10	)
Deferred income taxes		1,309
Accrued income taxes		412
Other		23
Total current assets		19,907
Property, Plant, and Equipment:
In service, at original cost		860
		860
Accumulated depreciation		(215	)
		645
Deferred Charges:
Deferred income taxes		1,260
Other		28
Total deferred charges		1,288
Total Assets	$	21,840
LIABILITIES AND STOCKHOLDER’S EQUITY
Current Liabilities:
Accounts payable	$	206
Accounts payable to affiliates, net		421
Other		3,755
Total current liabilities		4,382
Other Liabilities		15
Stockholder’s Equity		17,443
Total Liabilities and Stockholder’s Equity	$	21,840

ALLEGHENY VENTURES, INC

CONSOLIDATED STATEMENT OF OPERATIONS

(in thousands)

(unaudited)

	Three Months ended March 31, 2004
Operating revenues	$	4,375
Operating expenses:
Cost of utility gas sold		4
Operations and maintenance		13,333
Depreciation and amortization		736
Taxes other than income taxes		252
Total operating expenses		14,325
Operating loss		(9,950	)
Other income (expenses), net		(1,607	)
Loss before income taxes		(11,557	)
Income tax benefit		(4,599	)
Net loss	$	(6,958	)

ALLEGHENY VENTURES, INC

CONSOLIDATED BALANCE SHEET

(in thousands)

(unaudited)

	March 31, 2004
ASSETS
Current Assets:
Cash and cash equivalents	$	23,131
Accounts receivable:
Customer		18,421
Other		3,534
Allowance for uncollectible accounts		(2,373	)
Materials and supplies		3,306
Deferred income taxes		3,748
Accrued income taxes		6,607
Other		178
Total current assets		56,552
Property, Plant, and Equipment:
In service, at original cost		40,441
Construction work in progress		2,003
		42,444
Accumulated depreciation		(6,690	)
		35,754
Investments and Other Assets:
Unregulated investments		4,665
Other		360
Total investments and other assets		5,025
Deferred Charges:
Deferred income taxes		20,744
Other		156
Total deferred charges		20,900
Total Assets	$	118,231

ALLEGHENY VENTURES, INC

CONSOLIDATED BALANCE SHEET (continued)

(in thousands)

(unaudited)

	March 31, 2004
LIABILITIES AND STOCKHOLDER’S EQUITY
Current Liabilities:
Accounts payable	$	1,539
Accounts payable to affiliates, net		1,924
Other		3,828
Total current liabilities		7,291
Other Liabilities		1,404
Stockholder’s Equity		109,536
Total Liabilities and Stockholder’s Equity	$	118,231

BUCHANAN ENERGY COMPANY OF VIRGINIA, LLC

STATEMENT OF OPERATIONS

(in thousands)

(unaudited)

	Three Months ended March 31, 2004
Operating revenues	$	--
Operating expenses		--
Operating income (loss)		--
Other income (expenses), net		(273	)
Loss before income taxes		(273	)
Income tax benefit		(105	)
Net loss	$	(168	)

BUCHANAN ENERGY COMPANY OF VIRGINIA, LLC

BALANCE SHEET

(in thousands)

(unaudited)

	March 31, 2004
ASSETS
Current Assets:
Accounts payable from affiliates, net	$	279
Accrued income taxes		967
Total current assets		1,246
Unregulated Investments		26,765
Total Assets	$	28,011
LIABILITIES AND MEMBER’S EQUITY
Deferred income taxes	$	1,969
Member’s Equity		26,042
Total Liabilities and Member’s Equity	$	28,011

ALLEGHENY ENERGY SUPPLY DEVELOPMENT SERVICES, LLC

STATEMENT OF OPERATIONS

(in thousands)

(unaudited)

	Three Months ended March 31, 2004
Operating revenues	$	--
Operating expenses		(106	)
Operating income		106
Other income (expenses), net		113
Income before income taxes		219
Income tax expense		77
Net income	$	142

ALLEGHENY ENERGY SUPPLY DEVELOPMENT SERVICES, LLC

BALANCE SHEET

(in thousands)

(unaudited)

	March 31, 2004
ASSETS
Current Assets:
Cash and cash equivalents	$	333
Accrued income taxes		512
Total current assets		845
Deferred income taxes		7,316
Total Assets	$	8,161
LIABILITIES AND MEMBER’S EQUITY
Current Liabilities:
Accounts payable to affiliates, net	$	741
Deferred income taxes		2,317
		3,058
Member’s Equity		5,103
Total Liabilities and Member’s Equity	$	8,161

ALLEGHENY ENERGY SUPPLY COMPANY, LLC AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF OPERATIONS

(in thousands)

(unaudited)

	Three Months ended March 31, 2004
Operating revenues	$	362,635
Operating expenses:
Fuel consumed in electric generation		129,301
Purchased power and transmission		22,739
Operations and maintenance		75,113
Depreciation and amortization		35,122
Taxes other than income taxes		11,007
Total operating expenses		273,282
Operating income		89,353
Other income (expenses), net		595
Interest expense		81,907
Income before income taxes, minority interest and cumulative effect of
accounting changes		8,041
Income tax benefit		1,693
Minority interest in net income of subsidiaries		1,601
Income before cumulative effect of accounting changes		8,133
Cumulative effect of accounting changes		--
Net income	$	8,133

ALLEGHENY ENERGY SUPPLY COMPANY, LLC AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEET

(in thousands)

(unaudited)

	March 31, 2004
ASSETS
Current Assets:
Cash and cash equivalents	$	203,212
Accounts receivable:
Wholesale and other		130,841
Allowance for uncollectible accounts		(2,803	)
Materials and supplies		54,547
Fuel, including stored gas		33,198
Deferred income taxes		39,485
Prepaid taxes		13,645
Commodity contracts		46,427
Restricted funds		13,752
Other		14,925
Total current assets		547,229
Property, Plant, and Equipment:
Generation		5,663,880
Transmission		78,233
Other		15,699
Accumulated depreciation		(2,238,021	)
Subtotal		3,519,791
Construction work in progress		83,166
Total property, plant, and equipment		3,602,957
Investments and Other Assets:
Goodwill		367,287
Investment in unconsolidated affiliate		26,765
Other		18,688
Total investments and other assets		412,740
Deferred Charges:
Commodity contracts		6,169
Other		73,490
Total deferred charges		79,659
Total Assets	$	4,642,585

ALLEGHENY ENERGY SUPPLY COMPANY, LLC AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEET (continued)

(in thousands)

(unaudited)

	March 31, 2004
LIABILITIES AND MEMBERS’ EQUITY
Current Liabilities:
Long-term debt due within one year	$	12,453
Accounts payable		129,025
Accounts payable to affiliates, net		87,756
Accrued taxes		16,151
Commodity contracts		51,546
Other		63,423
Total current liabilities		360,354
Long-term Debt		3,042,776
Deferred Credits and Other Liabilities:
Commodity contracts		70,915
Investment tax credit		58,876
Deferred income taxes		185,034
Other		107,727
Total deferred credits and other liabilities		422,552
Minority Interest		42,972
Members’ Equity		773,931
Total Liabilities and Members’ Equity	$	4,642,585

SIGNATURE

             Pursuant to the requirements of the Public Utilities Holding Company Act of 1935, Allegheny Energy, Inc. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

ALLEGHENY ENERGY, INC.


/s/     Thomas R. Gardner

       Thomas R. Gardner
       Vice President, Controller &
       Chief Accounting Officer

June 1, 2004