================================================================================ 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 November 13, 1998 November 2, 1998 ----------------------------------------------------------------- (Date of earliest event reported) PUGET SOUND ENERGY, INC. (Exact name of registrant as specified in its charter) ----------------------------- Commission File Number 1-4393 ----------------------------- Washington 91-0374630 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 411 - 108th Avenue N.E., Bellevue, Washington 98004-5515 (Address of principal executive offices) (425) 454-6363 (Registrant's telephone number, including area code) =============================================================================== ITEM 5: OTHER EVENTS On November 2, 1998, Puget Sound Energy, Inc. (the "Company") announced that it had entered into a definitive Asset Purchase Agreement (the "Agreement") with PP&L Global, Inc., ("PP&L Global"), a subsidiary of PP&L Resources, Inc., a utility holding company headquartered in Pennsylvania, in which PP&L Global agreed to purchase for cash the Company's interest in the Colstrip coal-fired generating plant located in Montana representing approximately 736 MW of capacity and related high-voltage transmission lines. The sales price is expected to be $549 million before taxes and expenses. The net book value of these assets and related regulatory assets is approximately $464 million. In two related transactions, PP&L Global agreed to purchase from The Montana Power Company its generation assets, including its interest in the Colstrip plant, totaling approximately 1,556 MW, and from Portland General Electric Company, its interests in the Colstrip plant totaling approximately 322 MW. These sales are subject to the satisfaction of various conditions and the receipt of required regulatory approvals. The Company anticipates this transaction will be completed by the end of 1999. This Form 8-K contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934. Forward-looking statements should be read with the cautionary statements and important factors included in the Company's Annual Report on Form 10-K for the year ended December 31, 1997 at Item 7, "Management's Discussion and Analysis of Financial Conditions and Results of Operations." Forward-looking statements are all statements other than statements of historical fact, including without limitation those that are identified by the use of the words "expects," "believes," "anticipates" and similar expressions. ITEM 7: EXHIBITS Exhibit Number Description ------- ----------- 2a Asset Purchase Agreement 99a Press Release 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. PUGET SOUND ENERGY Date:November 13, 1998 By: James W. Eldredge -------------------------------- James W. Eldredge Corporate Secretary & Controller