UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): November 10, 2005
SOUTHWESTERN ENERGY COMPANY
(Exact name of registrant as specified in its charter)
Arkansas
(State or other jurisdiction of incorporation)
| 1-8246 | 71-0205415 | |
| (Commission File Number) | (IRS Employer Identification No.) |
2350 N. Sam Houston Pkwy. E., Suite 300, Houston, Texas | 77032 | |
| (Address of principal executive offices) | (Zip Code) |
(281) 618-4700
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
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 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))
Explanatory Note
The information in this report, including Exhibit 99.1 attached hereto, shall not be deemed to be "filed" for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section, and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
This Amendment No. 1 on Form 8-K/A to the Southwestern Energy Company Current Report on Form 8-K originally filed on November 10, 2005 is being filed solely to amend the date of the presentation.
SECTION 7. REGULATION FD.
Item 7.01 Regulation FD Disclosure.
On November 15, 2005, Harold M. Korell, President and Chief Executive Officer of Southwestern Energy Company (the "Company") will be making a presentation at the Bank of America 2005 Energy Conference that will include updated guidance regarding the Company's projected net income, operating income, earnings per share, net cash provided by operating activities before changes in operating assets and liabilities ("Net Cash Flow") and earnings before income taxes, depreciation, depletion and amortization ("EBITDA") for fiscal year 2005. Net Cash Flow and EBITDA are non-GAAP measures that are reconciled on pages 32 and 33 of the presentation. A copy of the presentation is furnished herewith as Exhibit 99.1.
All statements in the presentation, other than historical financial information, may be deemed to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Exhibits. The following exhibit is being furnished as part of this Report.
Exhibit |
| Description |
|
|
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| Transcript of slideshow accompanying the November 15, 2005 presentation to investors. |
SIGNATURES
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.
| SOUTHWESTERN ENERGY COMPANY | ||||
Dated: November 10, 2005 | By: | /s/ GREG D. KERLEY | ||
Name: | Greg D. Kerley | |||
Title: | Executive Vice President and | |||
Chief Financial Officer | ||||
EXHIBIT INDEX
Exhibit |
| Description |
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| Transcript of slideshow accompanying the November 15, 2005 presentation to investors. |