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): October 31, 1998
DUKE ENERGY CORPORATION
(Exact name of registrant as specified in its charter)
NORTH CAROLINA 1-4928 56-0205520
(State of other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation) Identification No.)
422 South Church Street
Charlotte, North Carolina 28202-1904
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 704-594-6200
Item 5. Other Events.
Duke Energy Corporation (the "registrant"), through its wholly owned
subsidiaries PanEnergy Corp ("PanEnergy") and Texas Eastern Corporation ("TEC"),
entered into a Stock Purchase Agreement between PanEnergy, TEC and CMS Energy
Corporation ("CMS Energy") dated October 31, 1998, pursuant to which the
registrant will sell Panhandle Eastern Pipe Line Company, Trunkline Gas Company
and the storage related to those systems, along with the Trunkline LNG Company
terminal, to CMS Energy for $2.2 billion, involving a cash payment of $1.9
billion and existing Panhandle debt of approximately $300 million. The sale will
result in an after tax gain of approximately $700 million, or $1.94 per share,
and is contingent upon completion of due diligence and receipt of clearances
under the Hart-Scott-Rodino Act. Closing is anticipated in January 1999.
A copy of the registrant's press release announcing the Stock Purchase
Agreement is filed herewith as Exhibit 2 and is incorporated by reference
herein. The Stock Purchase Agreement is filed herewith as Exhibit 10 and is
incorporated by reference herein.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
The following exhibits are filed herewith:
2. Press Release of registrant dated November 2, 1998.
10. Stock Purchase Agreement between PanEnergy Corp, Texas Eastern
Corporation and CMS Energy Corporation, dated as of October 31,
1998.
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
DUKE ENERGY CORPORATION
(registrant)
By: ________________________
Richard J. Osborne
Executive Vice President
and Chief Financial Officer
Dated: November 5, 1998
Exhibit Index
Exhibit Description
- ------- -----------
2 Press Release of registrant dated November 2, 1998
10 Stock Purchase Agreement between PanEnergy Corp, Texas
Eastern Corporation and CMS Energy Corporation, dated as
of October 31, 1998