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 August 9, 2001 Commission Registrant, State of Incorporation I.R.S. Employer File Number Address and Telephone Number Identification No. - ----------- ---------------------------- ------------------- 0-30338 RGS Energy Group, Inc. 16-1558410 (Incorporated in New York) 89 East Avenue Rochester, NY 14649 Telephone (716)771-4444 1-672 Rochester Gas and Electric Corporation 16-0612110 (Incorporated in New York) 89 East Avenue Rochester, NY 14649 Telephone (716)546-2700 -2- ITEM 5. OTHER EVENTS Rochester Gas and Electric Corporation ("RG&E") entered into an agreement dated as of August 7, 2001 with the Staff of the New York State Public Service Commission on a joint settlement proposal with respect to the regulatory and ratemaking aspects of the sale of RG&E's interest in the Nine Mile 2 generating facility. The proposal is subject to the approval of the New York State Public Service Commission (the "PSC"). RG&E cannot predict whether or not the PSC will approve the proposal or, if approved, what effect the implementation of the proposal may have on the future operations or the financial condition of RG&E or RGS Energy Group, Inc. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS Exhibits: See Exhibit Index below. Exhibit Index No. - --- 99.1 Joint Proposal to New York State Public Service Commission Between Rochester Gas and Electric Corporation and New York State Department of Public Service Staff -3- SIGNATURES ---------- Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized. RGS ENERGY GROUP, INC. ---------------------- (Registrant) Date: August 9, 2001 By: /s/ Mark Keogh ----------------------------- Mark Keogh Treasurer Date: August 9, 2001 By: /s/ William J. Reddy ----------------------------- William J. Reddy Controller ROCHESTER GAS AND ELECTRIC CORPORATION -------------------------------------- (Registrant) Date: August 9, 2001 By: /s/ Mark Keogh ------------------------------ Mark Keogh Vice President and Treasurer Date: August 9, 2001 By: /s/ William J. Reddy ------------------------------ William J. Reddy Vice President and Controller