UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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): September ~~June 29~~7, 2006

DUKE CAPITAL LLC

(formerly Duke Energy Holding Corp.)

(Exact Name of Registrant as Specified in its Charter)

Delaware	~~0-23977~~	510-~~0282142~~23977	51-0282142
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
(State or Other Jurisdiction		(Commission	(IRS Employer
526 South Church Street, Charlotte, North Carolina 28202-1904
of Incorporation)		File Number)	Identification No.)
(Address of Principal Executive Offices, including Zip code)
(704) 594-6200
(Registrant’s telephone number, including area code)

526 South Church Street, Charlotte, North Carolina 28202-1904
(Address of Principal Executive Offices, including Zip Code)

(704) 594-6200
(Registrant’s telephone number, including area code)

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:

o ~~Written~~ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240. 13e-4(c))

~~o Soliciting~~Item ~~material pursuant~~1.01 toEntry ~~Rule~~into ~~14a-12~~a ~~under~~Material ~~the~~Definitive ~~Exchange Act (17 CFR 240~~Agreement.~~14a-12)~~

~~o Pre-commencement~~On September 7, ~~communications~~2006, ~~pursuant~~Duke toVentures, ~~Rule~~LLC, ~~14d~~a wholly-2owned subsidiary of the registrant (b“Duke Ventures”), ~~under~~entered ~~the~~into ~~Exchange~~a ~~Act~~Formation ~~(17~~and ~~CFR~~Sale Agreement with Crescent ~~240~~Resources, LLC (“Crescent”), Morgan Stanley Real Estate Fund V U.~~14d-2~~S., L.P. and other affiliated funds controlled by Morgan Stanley (bthe “MS Members”)). The Formation and Sale Agreement provided for the simultaneous signing and closing of a joint venture transaction between Duke Ventures and the MS Members with respect to the operation of Crescent, which develops and manages high-quality commercial, residential and multi-family real estate projects primarily in the Southeastern and Southwestern United States and was previously wholly owned by Duke Ventures.

~~o Pre-commencement~~Under the ~~communications~~Formation ~~pursuant~~and toSale ~~Rule~~Agreement, ~~13e-4~~Duke Ventures created Crescent Holdings, LLC (c“Crescent Holdings”) ~~under~~and contributed to Crescent Holdings all of the ~~Exchange~~membership ~~Act~~interests in ~~(17~~Crescent, ~~CFR~~which was ascribed an enterprise value of approximately $2.1 ~~240~~billion. ~~13e-4(c))~~Immediately following the contribution, Crescent entered into a credit agreement under which Crescent borrowed approximately $1.2 billion. The net proceeds of approximately $1.2 billion under the borrowing after establishing reserves for transaction expenses and working capital were immediately distributed by Crescent to Crescent Holdings and immediately thereafter solely to Duke Ventures.

~~Item~~Immediately following 1the debt transaction referred to above, under the Formation and Sale Agreement the MS Members collectively acquired from Duke Ventures a 49% membership interest in Crescent Holdings for a purchase price of approximately $415 million.01 Moreover, at the closing, Arthur W. ~~Entry~~Fields, ~~into~~the President and Chief Executive Officer of Crescent Holdings, acquired a ~~Material~~2% ~~Definitive~~membership ~~Agreement~~interest in Crescent Holdings for an amount equal to the pro rata equity valuation paid by the MS Members. Following such transactions, Crescent Holdings was held 49% by Duke Ventures, 49% by the MS Members and 2% by Mr. Fields.

OnUnder ~~June~~the governance ~~29,~~documents ~~2006~~relating to Crescent Holdings, the ~~registrant~~approval ~~entered~~of ~~into~~material matters apertaining to the business of Crescent Holdings is vested in the ~~$600~~Executive Committee of Crescent Holdings,~~000,000~~ ~~Amended~~which ~~and~~is ~~Restated~~comprised ~~Credit~~of ~~Agreement~~five ~~among~~members: ~~the~~two representatives ~~registrant~~of Duke Ventures, two representatives of the MS Members and the ~~banks~~President ~~listed~~and ~~therein,~~Chief ~~JPMorgan~~Executive ~~Chase~~Officer ~~Bank,~~of NCrescent Holdings.~~A.,~~ asThe ~~Administrative~~approval ~~Agent,~~of ~~and~~any ~~Wachovia~~matter ~~Bank,~~by ~~National~~the ~~Association,~~Executive asCommittee ~~Syndication~~requires ~~Agent,~~the ~~pursuant~~affirmative tovote ~~which~~of a majority of the ~~term~~members of the ~~existing~~Executive ~~$600~~Committee,~~000,000~~ ~~facility~~but ~~was~~such ~~extended~~majority bymust include at least one ~~year,~~representative ~~now expiring~~of onDuke ~~June~~Ventures ~~29,~~and ~~2010~~one representative of the MS Members.

AIn ~~copy~~addition, ofon September 8, 2006, Duke Energy Corporation issued a press release relating to the ~~Amended~~transactions ~~and~~contemplated ~~Restated~~by ~~Credit~~the Formation and Sale Agreement. isA copy of ~~attached~~the aspress ~~Exhibit~~release ~~10.1~~is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated ~~herein~~in byits entirety in this Item 1.01 disclosure by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

10.1 Amended and Restated Credit Agreement, dated as of June 29, 2006, among Duke Capital LLC, The Banks Party Hereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and Wachovia Bank, National Association, as Syndication Agent2

299.1 Press Release issued by Duke Energy Corporation on September 8, 2006.

~~SIGNATURE~~3

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

	DUKE CAPITAL LLC
Date: July 6, 2006	By:	/s/ Steven K. Young
		Name:	Steven K. Young
		Title:	Chief Financial Officer and Controller

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

	DUKE CAPITAL LLC


Date: September 13, 2006	By:		/s/ STEVEN K. YOUNG
		Name:		Steven K. Young
		Title:		Chief Financial Officer and Controller

~~EXHIBIT INDEX~~4

Exhibit		Description
10.1		Amended and Restated Credit Agreement, dated as of June 29, 2006, among Duke Capital LLC, The Banks Party Hereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and Wachovia Bank, National Association, as Syndication Agent

EXHIBIT INDEX

Exhibit		Description

99.1		Press Release issued by Duke Energy Corporation on September 8, 2006.

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