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 (Date of earliest event reported): APRIL 24, 2003
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TEXAS GENCO HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
TEXAS 1-31449 76-0695920
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
1111 LOUISIANA
HOUSTON, TEXAS 77002
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 207-1111
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
The following exhibit is filed herewith:
99.1 Press Release issued April 24, 2003 regarding
Texas Genco's first quarter 2003 earnings.
ITEM 9. REGULATION FD DISCLOSURE (ALSO PROVIDED UNDER ITEM 12).
On April 24, 2003, Texas Genco Holdings, Inc. ("Texas Genco") reported
first quarter 2003 earnings. For additional information regarding Texas Genco's
first quarter 2003 earnings, please refer to Texas Genco's press release
attached to this report as Exhibit 99.1 (the "Press Release"), which Press
Release is incorporated by reference herein. In accordance with SEC Release No.
33-8216, this information, required to be furnished under Item 12 "Results of
Operations and Financial Condition," is instead furnished under Item 9
"Regulation FD Disclosure" and is incorporated by reference herein. The
information in the Press Release is being furnished, not filed, pursuant to Item
9 and Item 12. Accordingly, the information in the Press Release will not be
incorporated by reference into any registration statement filed by Texas Genco
under the Securities Act of 1933, as amended, unless specifically identified
therein as being incorporated therein by reference. The furnishing of the
information in this report is not intended to, and does not, constitute a
determination or admission by Texas Genco, that the information in this report
is material or complete, or that investors should consider this information
before making an investment decision with respect to any security of Texas Genco
Holdings or any of its affiliates.
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.
TEXAS GENCO HOLDINGS, INC.
Date: April 24, 2003 By: /s/ Gary L. Whitlock
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Gary L. Whitlock
Executive Vice President and
Chief Financial Officer
EXHIBIT INDEX
EXHIBIT
NUMBER EXHIBIT DESCRIPTION
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99.1 Press Release issued April 24, 2003 regarding Texas
Genco's first quarter 2003 earnings