UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report: November 1, 2005
(Date of earliest event reported: )
DUKE ENERGY CORPORATION
(Exact name of registrant as specified in charter)
NORTH CAROLINA 1-4928 56-0205520
(State or other jurisdiction of (Commission File No.) (IRS Employer
incorporation) Identification No.)
526 South Church Street
Charlotte, North Carolina 28202-1904
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:704-594-6200
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))
This Form 8-K/A amends and supplements the Form 8-K filed by the registrant on
September 13, 2005. Except as set forth herein, no other changes are being made
to the information set forth in the Form 8-K filed on September 13, 2005.
ITEM 2.05 Costs Associated with Exit or Disposal Activities
In the Form 8-K filed by the registrant on September 13, 2005, relating to the
approval by the board of directors of the registrant of a plan to pursue the
sale or other disposition of substantially all of Duke Energy North America's
(DENA) physical and commercial assets outside the Midwestern United States, the
registrant disclosed certain impairments and charges related to the disposition
plan and stated that additional charges related to the disposition plan were not
then estimable. The registrant has been evaluating disposition options and now
estimates unrecognized cash expenditures for termination costs for gas
transportation, storage, structured power and other contracts to be in the range
of approximately $600 million to $800 million, which includes approximately $40
million to $60 million of severance, retention and other transaction costs.
These amounts are in addition to the amounts set forth in the September 13, 2005
Form 8-K, as amended by Item 2.06 herein. Additionally, in the Form 8-K filed by
the registrant on September 13, 2005, the registrant stated that, over the next
twelve months, it expected to recognize approximately $0.3 billion pre-tax gains
as a reclassification from accumulated other comprehensive income on
discontinued cash flow hedges as the related natural gas and power transactions
settle. The registrant now expects this amount to be approximately $0.1 billion.
ITEM 2.06 Material Impairments
In the Form 8-K filed by the registrant on September 13, 2005, the registrant
stated that it will report an approximate $0.4 billion non-cash impairment
charge related to the generation assets. The registrant now expects this charge
to be $0.6 billion. The previously disclosed net initial pre-tax charge of
approximately $1.3 billion to be reported in third quarter 2005 earnings remains
the same.
This report includes statements that do not directly or exclusively relate to
historical facts. Such statements are "forward-looking statements" within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Those statements represent the registrant's
intentions, plans, expectations, assumptions and beliefs about future events and
are subject to risks, uncertainties and other factors. Many of those factors are
outside the registrant's control and could cause actual results to differ
materially from the results expressed or implied by those forward-looking
statements. Important factors that could cause actual results to differ
materially from those in the forward-looking statements include: state, federal
and foreign legislative and regulatory initiatives that affect cost and
investment recovery, have an impact on rate structures, and affect the speed at
and degree to which competition enters the electric and natural gas industries;
the outcomes of litigation and regulatory investigations, proceedings or
inquiries; the influence of weather and other natural phenomena on company
operations, including the economic, operational and other effects of hurricanes
Katrina and Rita; the timing and extent of changes in commodity prices, interest
rates and foreign currency exchange rates; general economic conditions,
including any potential effects arising from terrorist attacks and any
consequential hostilities or other hostilities; changes in environmental and
other laws and regulations to which the registrant and its subsidiaries are
subject or other external factors over which the registrant has no control; the
effect of accounting pronouncements issued periodically by accounting
standard-setting bodies; the amount of collateral required to be posted from
time to time in the registrant's transactions; competition and regulatory
limitations affecting the success of the registrant's divestiture plans,
including the prices at which the registrant is able to sell its assets; the
performance of electric generation, pipeline and gas processing facilities; the
extent of success in connecting natural gas supplies to gathering and processing
systems and in connecting and expanding gas and electric markets; conditions of
the capital markets and equity markets during the periods covered by the
forward-looking statements; the ability to successfully complete merger,
acquisitions or divestiture plans (including the merger with Cinergy Corp.);
regulatory or other limitations imposed as a result of a merger, acquisition or
divestiture; and the success of the business following a merger, acquisition or
divestiture. In light of these risks, uncertainties and assumptions, the events
described in the forward-looking statements might not occur or might occur to a
different extent or at a different time than the registrant has described. The
registrant undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
DUKE ENERGY CORPORATION
By: /s/ Steven K.Young
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Steven K. Young
Vice President and Controller
Date: November 1, 2005
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