UNITED STATES
SECURITES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM U-9C-3

QUARTERLY REPORT PURSUANT TO RULE 58

For the quarter ended June 30, 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%

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.

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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
Allegheny Energy Service Corporation	Allegheny Energy Solutions, Inc.	Technical support; planning and implementation of financial programs; counsel on corporate, legal and regulatory matters; general and administrative services.	$65	$202		$267
Allegheny Energy Service Corporation	Allegheny Ventures, Inc.	Technical support; planning and implementation of financial programs; counsel on corporate, legal and regulatory matters; general and administrative services.	$738	$325		$1,063
Allegheny Energy Service Corporation	Allegheny Energy Supply Company LLC	Technical support; planning and implementation of financial programs; counsel on corporate, legal and regulatory matters; general and administrative services.	$7,842	$30,109		$37,951

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ITEM 4 – SUMMARY OF AGGREGATE INVESTMENT

(in thousands)
Investments in energy-related companies:
Total consolidated capitalization as of June 30, 2004	$	7,051,256			line 1
Total capitalization multiplied by 15%
(line 1 multiplied by 0.15)	$	1,057,688			line 2
Greater of $50 million or line 2			$	1,057,688	line 3
Total current aggregate investment:
(categorized by major line of energy-related business)
Allegheny Ventures, Inc.: (including Allegheny Energy Solutions, Inc.)	$	26,477
Allegheny Energy Supply Company, LLC: (including, Buchanan Energy Company of Virginia, LLC and
Allegheny Energy Supply Development Services, LLC)	$	30,785
Total current aggregate investment			$	57,262	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)			$	1,000,426	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.

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ITEM 6 — FINANCIAL STATEMENTS AND EXHIBITS

(A)     Current Period Financial Statements:

Allegheny Energy Solutions, Inc. Statements of Operations for the Three and Six Months Ended June 30, 2004

Allegheny Energy Solutions, Inc. Balance Sheet at June 30, 2004

Allegheny Ventures, Inc. Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2004

Allegheny Ventures, Inc. Consolidated Balance Sheet at June 30, 2004

Buchanan Energy of Virginia, LLC Statements of Operations for the Three and Six Months Ended June 30, 2004

Buchanan Energy of Virginia, LLC Balance Sheet at June 30, 2004

Allegheny Energy Supply Development Services, LLC Statements of Operations for the Three and Six Months Ended June 30, 2004

Allegheny Energy Supply Development Services, LLC Balance Sheet at June 30, 2004

Allegheny Energy Supply Company, LLC Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2004

Allegheny Energy Supply Company, LLC Consolidated Balance Sheet at June 30, 2004

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ALLEGHENY ENERGY SOLUTIONS, INC
STATEMENTS OF OPERATIONS
(in thousands)
(unaudited)

	Three months ended June 30, 2004			Six months ended June 30, 2004
Operating revenues	$	7,963		$	8,846
Operating expenses:
Operations and maintenance		7,904			12,249
Depreciation and amortization		43			86
Taxes other than income taxes		(7	)		37
Total operating expenses		7,940			12,372
Operating income (loss)		23			(3,526	)
Other income, net		40			457
Income (loss) before income taxes		63			(3,069	)
Income tax expense (benefit)		104			(1,075	)
Net loss	$	(41	)	$	(1,994	)

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ALLEGHENY ENERGY SOLUTIONS, INC
BALANCE SHEET
(in thousands)
(unaudited)

	June 30, 2004
ASSETS
Current assets:
Cash and cash equivalents	$	16,063
Accounts receivable:
Other		6,073
Allowance for uncollectible accounts		(2	)
Deferred income taxes		2,566
Other		20
Total current assets		24,720
Property, plant, and equipment:
In service, at original cost		860
Accumulated depreciation		(258	)
Total property, plant and equipment		602
Other assets		28
Deferred income taxes		1,555
Total assets	$	26,905
LIABILITIES AND STOCKHOLDER’S EQUITY
Current liabilities:
Accounts payable	$	1,074
Accounts payable to affiliates, net		244
Accrued taxes		1,083
Other		7,098
Total current liabilities		9,499
Other liabilities		5
Stockholder’s equity		17,401
Total liabilities and stockholder’s equity	$	26,905

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ALLEGHENY VENTURES, INC
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands)
(unaudited)

	Three months ended June 30, 2004			Six months ended June 30, 2004
Operating revenues	$	11,679		$	16,054
Operating expenses:
Cost of utility gas sold		2			6
Operations and maintenance		11,595			24,928
Depreciation and amortization		670			1,406
Taxes other than income taxes		175			427
Total operating expenses		12,442			26,767
Operating loss		(763	)		(10,713	)
Other expenses, net		(96	)		(1,703	)
Interest expense		2			2
Loss before income taxes		(861	)		(12,418	)
Income tax benefit		(228	)		(4,827	)
Net loss	$	(633	)	$	(7,591	)

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ALLEGHENY VENTURES, INC
CONSOLIDATED BALANCE SHEET
(in thousands)
(unaudited)

	June 30, 2004
ASSETS
Current assets:
Cash and cash equivalents	$	44,263
Accounts receivable:
Customer		1,591
Other		6,639
Allowance for uncollectible accounts		(263	)
Materials and supplies		3,511
Deferred income taxes		4,056
Prepaid taxes		2,324
Other		158
Total current assets		62,279
Property, plant, and equipment:
In service, at original cost		40,501
Accumulated depreciation		(7,346	)
Subtotal		33,155
Construction work in progress		2,270
Total property, plant and equipment		35,425
Investments and other assets:
Unregulated investments		3,008
Other		361
Total investments and other assets		3,369
Deferred charges:
Deferred income taxes		20,796
Other		112
Total deferred charges		20,908
Total assets	$	121,981
LIABILITIES AND STOCKHOLDER’S EQUITY
Current liabilities:
Accounts payable	$	2,541
Accounts payable to affiliates, net		2,191
Other		7,249
Total current liabilities		11,981
Other liabilities
Accounts payable to affiliates		646
Other		451
Total other liabilities		1,097
Stockholder’s equity		108,903
Total liabilities and stockholder’s equity	$	121,981

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BUCHANAN ENERGY COMPANY OF VIRGINIA, LLC
STATEMENTS OF OPERATIONS
(in thousands)
(unaudited)

	Three months ended June 30, 2004			Six months ended June 30, 2004
Operating revenues	$	--		$	--
Operating expenses		--			--
Operating income (loss)		--			--
Other expenses, net		(286	)		(559	)
Loss before income taxes		(286	)		(559	)
Income tax benefit		(10	)		(115	)
Net loss	$	(276	)	$	(444	)

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BUCHANAN ENERGY COMPANY OF VIRGINIA, LLC
BALANCE SHEET
(in thousands)
(unaudited)

	June 30, 2004
ASSETS
Current assets:
Accounts receivable other	$	28
Accounts payable from affiliates, net		251
Prepaid taxes		864
Total current assets		1,143
Unregulated investments		26,478
Total assets	$	27,621
LIABILITIES AND MEMBER’S EQUITY
Deferred income taxes	$	1,855
Member’s equity		25,766
Total liabilities and member’s equity	$	27,621

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ALLEGHENY ENERGY SUPPLY DEVELOPMENT SERVICES, LLC
STATEMENTS OF OPERATIONS
(in thousands)
(unaudited)

	Three months ended June 30, 2004			Six months ended June 30, 2004
Operating revenues	$	--		$	--
Operating expenses		1			(105	)
Operating income		(1	)		105
Other income, net		--			113
Income before income taxes		(1	)		218
Income tax expense		84			161
Net (loss) income	$	(85	)	$	57

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ALLEGHENY ENERGY SUPPLY DEVELOPMENT SERVICES, LLC
BALANCE SHEET
(in thousands)
(unaudited)

	June 30, 2004
ASSETS
Current assets:
Cash and cash equivalents	$	210
Prepaid taxes		636
Total current assets		846
Deferred income taxes		4,914
Total assets	$	5,760
LIABILITIES AND MEMBER’S EQUITY
Current liabilities:
Accounts payable to affiliates, net	$	742
Member’s equity		5,018
Total liabilities and member’s equity	$	5,760

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ALLEGHENY ENERGY SUPPLY COMPANY, LLC AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands)
(unaudited)

	Three months ended June 30, 2004			Six months ended June 30, 2004
Operating Revenues	$	265,875		$	628,510
Operating expenses:
Fuel consumed in electric generation		111,610			240,911
Purchased power and transmission		25,559			48,298
Operations and maintenance		101,840			176,953
Depreciation and amortization		35,161			70,283
Taxes other than income taxes		12,721			23,728
Total operating expenses		286,891			560,173
Operating (loss) income		(21,016	)		68,337
Other income, net		322			917
Interest expense		52,680			134,587
Loss before income taxes and minority interest		(73,374	)		(65,333	)
Income tax benefit		(29,171	)		(30,864	)
Minority interest in net income of subsidiaries		1,341			2,942
Net loss	$	(45,544	)	$	(37,411	)

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ALLEGHENY ENERGY SUPPLY COMPANY, LLC AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(in thousands)
(unaudited)

	June 30, 2004
ASSETS
Current assets:
Cash and cash equivalents	$	131,652
Accounts receivable:
Wholesale and other		19,140
Allowance for uncollectible accounts		(2,703	)
Materials and supplies		54,071
Fuel		46,579
Deferred income taxes		20,646
Prepaid taxes		11,052
Commodity contracts		41,031
Restricted funds		2,002
Collateral deposits		125,450
Other		5,618
Total current assets		454,538
Property, plant and equipment:
Generation		5,671,031
Transmission		78,233
Other		15,809
Accumulated depreciation		(2,274,026	)
Subtotal		3,491,047
Construction work in progress		92,962
Total property, plant and equipment		3,584,009
Investments and other assets:
Goodwill		367,287
Investment in unconsolidated affiliate		26,478
Other		18,273
Total investments and other assets		412,038
Deferred charges:
Commodity contracts		5,847
Other		104,185
Total deferred charges		110,032
Total assets	$	4,560,617

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ALLEGHENY ENERGY SUPPLY COMPANY, LLC AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET (continued)
(in thousands)
(unaudited)

	June 30, 2004
LIABILITIES AND MEMBER’S EQUITY
Current liabilities:
Long-term debt due within one year	$	12,422
Accounts payable		139,621
Accounts payable to affiliates, net		72,428
Accrued taxes		16,503
Commodity contracts		49,780
Other		56,551
Total current liabilities		347,305
Long-term debt		3,039,919
Deferred credits and other liabilities:
Commodity contracts		65,860
Investment tax credit		58,318
Deferred income taxes		159,630
Other		118,466
Total deferred credits and other liabilities		402,274
Minority interest		42,705
Member’s equity		728,414
Total liabilities and member’s equity	$	4,560,617

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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.

August 30, 2004 ALLEGHENY ENERGY,INC.


BY: /S/ Thomas R. Gardner
THOMAS R. GARDNER
Vice President, Controller &
Chief Accounting Officer

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