SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 (DATE OF EARLIEST EVENT REPORTED): MARCH 31, 2003
ENRON CORP.
(Exact name of Registrant as specified in charter)
OREGON 1-13159 47-0255140
(State or other jurisdiction (Commission file number) (I.R.S. employer
of incorporation) identification no.)
ENRON BUILDING
1400 SMITH STREET
HOUSTON, TEXAS 77002
(Address of principal executive offices) (Zip Code)
Registrants' telephone number, including area code: (713) 853-6161
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ITEM 5. OTHER EVENTS.
On March 31, 2003, the Company and certain other debtor-in-possession
subsidiaries of the Company filed their monthly operating report for January
2003 with the United States Bankruptcy Court for the Southern District of New
York. The monthly operating report is attached as an exhibit to this Current
Report on Form 8-K.
FORWARD-LOOKING STATEMENTS.
THIS FORM 8-K, INCLUDING EXHIBITS ATTACHED HERETO, CONTAINS STATEMENTS
THAT ARE FORWARD-LOOKING WITHIN THE MEANING OF SECTION 27A OF THE SECURITIES ACT
OF 1933 AND SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934. INVESTORS ARE
CAUTIONED THAT ANY SUCH FORWARD-LOOKING STATEMENTS ARE NOT GUARANTEES OF FUTURE
PERFORMANCE AND THAT ACTUAL RESULTS COULD DIFFER MATERIALLY AS A RESULT OF KNOWN
AND UNKNOWN RISKS AND UNCERTAINTIES, INCLUDING: VARIOUS REGULATORY ISSUES, THE
OUTCOME OF THE COMPANY'S CHAPTER 11 PROCESS, NUMEROUS ONGOING EXTERNAL
INVESTIGATIONS IN WHICH THE COMPANY IS FULLY COOPERATING (INCLUDING
INVESTIGATIONS BY THE SECURITIES AND EXCHANGE COMMISSION ("SEC"), THE DEPARTMENT
OF JUSTICE, THE DEPARTMENT OF LABOR, THE GENERAL ACCOUNTING OFFICE, THE INTERNAL
REVENUE SERVICE, THE PENSION BENEFIT GUARANTY CORPORATION, THE GENERAL SERVICES
ADMINISTRATION, THE NATIONAL ASSOCIATION OF SECURITIES DEALERS, INC., THE
FEDERAL ENERGY REGULATORY COMMISSION, THE FEDERAL ELECTION COMMISSION, THE
COMMODITY FUTURES TRADING COMMISSION, THE FEDERAL TRADE COMMISSION, THE
CALIFORNIA AND CONNECTICUT ATTORNEYS GENERAL AND NUMEROUS CONGRESSIONAL
COMMITTEES AND STATE AGENCIES), THE OUTCOME OF NUMEROUS LAWSUITS AND CLAIMS,
GENERAL ECONOMIC CONDITIONS, FUTURE TRENDS, AND OTHER RISKS, UNCERTAINTIES AND
FACTORS DISCLOSED IN THE COMPANY'S MOST RECENT REPORTS ON FORMS 10-K, 10-Q AND
8-K FILED WITH THE SEC.
THE INFORMATION CONTAINED IN THE MONTHLY OPERATING REPORT ATTACHED
HERETO HAS BEEN PREPARED IN ACCORDANCE WITH APPLICABLE LAW UNDER THE UNITED
STATES BANKRUPTCY CODE AND IS NOT TO BE USED FOR INVESTMENT PURPOSES. AS
EXPLAINED IN A NOVEMBER 8, 2001 FORM 8-K FILED BY THE COMPANY WITH THE SEC, THE
PREVIOUSLY ISSUED FINANCIAL STATEMENTS OF THE COMPANY FOR THE FISCAL YEARS ENDED
DECEMBER 31, 1997 THROUGH 2000 AND FOR THE FIRST AND SECOND QUARTERS OF 2001 AND
THE AUDIT REPORTS COVERING THE YEAR-END FINANCIAL STATEMENTS FOR 1997 THROUGH
2000 SHOULD NOT BE RELIED UPON. IN ADDITION, AS EXPLAINED IN AN APRIL 22, 2002
FORM 8-K FILED BY THE COMPANY, THE FINANCIAL STATEMENTS OF THE COMPANY FOR THE
THIRD QUARTER OF 2001 SHOULD NOT BE RELIED UPON. AS EXPLAINED IN A FEBRUARY 12,
2002 FORM 8-K FILED BY THE COMPANY WITH THE SEC, THE COMPANY BELIEVES THE
EXISTING EQUITY OF THE COMPANY HAS AND WILL HAVE NO VALUE AND THAT ANY PLAN
UNDER CHAPTER 11 OF TITLE 11 OF THE UNITED STATES CODE CONFIRMED BY THE
BANKRUPTCY COURT WILL NOT PROVIDE THE COMPANY'S EXISTING EQUITY HOLDERS WITH ANY
RECOVERY.
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS.
(c) Exhibits.
99.1 Monthly Operating Report of Enron Corp. et al. for
January 2003.
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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.
ENRON CORP.
Date: March 31, 2003 By: /s/ Raymond M. Bowen, Jr.
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Name: Raymond M. Bowen, Jr.
Title: Executive Vice President and
Chief Financial Officer
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EXHIBIT INDEX
<Table>
<Caption>
EXHIBIT DESCRIPTION
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99.1 - Monthly Operating Report of Enron Corp. et al. for January
2003.
</Table>