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): JULY 15, 2004
ENRON CORP.
(Exact name of Registrant as specified in charter)
OREGON 47-0255140
(State or other jurisdiction 1-13159 (I.R.S. employer
of incorporation) (Commission file number) identification no.)
1221 LAMAR #1600
HOUSTON, TEXAS 77010-1221
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 853-6161
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ITEM 5. OTHER EVENTS.
On July 15, 2004, Enron Corp. (the "Company") and its debtor-in-possession
subsidiaries (collectively with the Company, the "Debtors") received approval
for the Debtors' Supplemental Modified Fifth Amended Joint Plan of Affiliated
Debtors Pursuant to Chapter 11 of the United States Bankruptcy Code (the
"Supplemental Modified Fifth Amended Plan") filed with the U.S. Bankruptcy Court
for the Southern District of New York (the "Bankruptcy Court"). Also, on July
15, 2004, the Company issued a press release announcing the confirmation of the
Supplemental Modified Fifth Amended Plan.
A copy of the Supplemental Modified Fifth Amended Plan is attached as
Exhibit 2.1 to this Current Report on Form 8-K. Also, a copy of the July 15,
2004 press release is attached as Exhibit 99.1 to this Current Report on Form
8-K.
A copy of the Supplemental Modified Fifth Amended Plan is also currently
available at the Company's website located at http://www.enron.com/corp/por/ and
the Bankruptcy Court's website located at http://www.nysb.uscourts.gov and at
the website maintained at the direction of the Bankruptcy Court at
www.elaw4enron.com. A copy of the press release can also be found at
www.enron.com.
THE SUPPLEMENTAL MODIFIED FIFTH AMENDED PLAN, THE PRESS RELEASE AND THIS
FORM 8-K, INCLUDING THE EXHIBITS ATTACHED HERETO, MAY CONTAIN 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 BASED ON MANAGEMENT'S
CURRENT EXPECTATION AND, AS SUCH, ARE NOT GUARANTEES OF FUTURE PERFORMANCE.
ACCORDINGLY, ACTUAL RESULTS COULD DIFFER MATERIALLY AS A RESULT OF KNOWN AND
UNKNOWN RISKS AND UNCERTAINTIES, INCLUDING, BUT NOT LIMITED TO: VARIOUS
REGULATORY ISSUES; THE OUTCOME OF THE COMPANY'S CHAPTER 11 PROCESS; RISKS
INHERENT IN THE COMPANY'S CHAPTER 11 PROCESS, SUCH AS THE NON-OCCURRENCE OR
DELAYED OCCURRENCE OF THE SUPPLEMENTAL MODIFIED FIFTH AMENDED PLAN'S EFFECTIVE
DATE OR DELAYED DISTRIBUTION OR NON-DISTRIBUTION OF SECURITIES OR OTHER ASSETS
UNDER THE SUPPLEMENTAL MODIFIED FIFTH AMENDED PLAN; THE UNCERTAIN OUTCOMES OF
ONGOING LITIGATION AND GOVERNMENTAL INVESTIGATIONS INVOLVING THE COMPANY'S
OPERATING SUBSIDIARIES AND THE DEBTORS, INCLUDING THOSE INVOLVING FOREIGN
REGULATORS AND THE U.S. CONGRESS, THE DEPARTMENT OF JUSTICE, THE SECURITIES AND
EXCHANGE COMMISSION ("SEC"), THE DEPARTMENT OF LABOR, THE INTERNAL REVENUE
SERVICE, THE PENSION BENEFIT GUARANTY CORPORATION, THE NATIONAL ASSOCIATION OF
SECURITIES DEALERS, INC., THE FEDERAL ENERGY REGULATORY COMMISSION, THE
COMMODITY FUTURES TRADING COMMISSION, THE FEDERAL TRADE COMMISSION, THE
CALIFORNIA AND CONNECTICUT ATTORNEYS GENERAL AND NUMEROUS CONGRESSIONAL
COMMITTEES AND STATE AGENCIES; THE UNCERTAIN OUTCOMES OF NUMEROUS LAWSUITS AND
CLAIMS; THE EFFECTS OF NEGATIVE PUBLICITY ON
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THE COMPANY'S OPERATING SUBSIDIARIES' BUSINESS OPPORTUNITIES; THE EFFECTS OF THE
DEPARTURE OF PAST AND PRESENT EMPLOYEES OF THE DEBTORS; UNCERTAIN RESOLUTION OF
SPECIAL PURPOSE ENTITY ISSUES; THE PRELIMINARY AND UNCERTAIN NATURE OF
VALUATIONS AND ESTIMATES CONTAINED IN THE SUPPLEMENTAL MODIFIED FIFTH AMENDED
PLAN; FINANCIAL AND OPERATING RESTRICTIONS THAT MAY BE IMPOSED ON AN OPERATING
SUBSIDIARY OF THE COMPANY UNDER THE PUBLIC UTILITY HOLDING COMPANY ACT;
POTENTIAL ENVIRONMENTAL LIABILITIES; INCREASING COMPETITION AND OPERATIONAL
HAZARDS FACED BY THE DEBTORS AND OPERATING SUBSIDIARIES OF THE COMPANY; THE
POTENTIAL LACK OF A TRADING MARKET FOR THE SECURITIES DISTRIBUTED TO CREDITORS;
UNCERTAINTIES CREATED BY THE LACK OF REPORTED INFORMATION FOR SECURITIES
DISTRIBUTED TO CREDITORS AND THE LACK OF INDEPENDENT OPERATING HISTORY OF THE
COMPANY'S OPERATING SUBSIDIARIES; ECONOMIC, POLITICAL, REGULATORY AND LEGAL
RISKS AFFECTING THE FINANCES AND OPERATIONS OF THE DEBTORS AND THE COMPANY'S
OPERATING SUBSIDIARIES; AND THE UNCERTAIN TIMING, COSTS AND RECOVERY VALUES
INVOLVED IN THE DEBTORS' EFFORTS TO RECOVER ACCOUNTS RECEIVABLE AND TO LIQUIDATE
THE REMAINING ASSETS.
THE INFORMATION CONTAINED IN THE SUPPLEMENTAL MODIFIED FIFTH AMENDED PLAN
AND THE PRESS RELEASE 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. THE COMPANY
CONTINUES TO BELIEVE THAT THE EXISTING COMMON AND PREFERRED STOCK OF THE COMPANY
HAVE NO VALUE. HOWEVER, THE SUPPLEMENTAL MODIFIED FIFTH AMENDED PLAN PROVIDES
THE COMPANY'S STOCKHOLDERS WITH A CONTINGENT RIGHT TO RECEIVE RECOVERY IN THE
VERY UNLIKELY EVENT THAT THE AGGREGATE VALUE OF THE COMPANY'S ASSETS EXCEEDS THE
TOTAL AMOUNT OF ALLOWED CLAIMS.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
2.1 Supplemental Modified Fifth Amended Joint Plan of Affiliated
Debtors Pursuant to Chapter 11 of the United States Bankruptcy
Code of the Company and other Debtors.
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99.1 Press Release, dated July 15, 2004.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
ENRON CORP.
Date: July 20, 2004 By: /s/ K. WADE CLINE
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Name: K. Wade Cline
Title: Managing Director and
Assistant General Counsel
EXHIBIT INDEX
EXHIBIT DESCRIPTION
2.1 - Supplemental Modified Fifth Amended Joint Plan of
Affiliated Debtors Pursuant to Chapter 11 of the
United States Bankruptcy Code of the Company and
other Debtors.
99.1 Press Release, dated July 15, 2004