- ------------------------------------------------------------------------------- UNITED STATES 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) - March 29, 2004 TXU Corp. (Exact name of registrant as specified in its charter) TEXAS 1-12833 75-2669310 (State or other (Commission File (I.R.S. Employer jurisdiction of Number) Identification No.) incorporation) TXU US Holdings Company (Exact name of registrant as specified in its charter) TEXAS 1-11668 75-1837355 (State or other (Commission File (I.R.S. Employer jurisdiction of Number) Identification No.) incorporation) TXU Energy Company LLC (Exact name of registrant as specified in its charter) A Delaware Limited Liability Company 333-108876 75-2967817 (State or other (Commission File (I.R.S. Employer jurisdiction of Number) Identification No.) incorporation) Energy Plaza, 1601 Bryan Street, Dallas, Texas 75201-3411 (Address of principal executive offices, including zip code) Registrants' telephone number, including Area Code - (214) 812-4600 - ------------------------------------------------------------------------------ ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE On March 29, 2004, TXU Energy Company LLC, a wholly-owned subsidiary of TXU US Holdings Company, itself a wholly-owned subsidiary of TXU Corp., announced it will retire eight power plant units due to electric industry market conditions in Texas. TXU Energy will also temporarily close four other units and place them under evaluation for retirement. The 12 units represent a total of 1,471 megawatts (MW), or more than 13 percent of TXU Energy's gas-fired generation capacity in Texas. Of the 12 units impacted, eight will be taken out of service permanently and four will be "mothballed," or temporarily closed, with the possibility of restarting them at a later date. The four mothballed units are also under evaluation for full retirement in the future. A majority of the 12 units were designated as "peaking units" and operated only during the summer for many years and have operated only sparingly during the last two years. Most of the units were built in the 1950s. The units are: - -------------------------------- -------------------- ---------------------------- -------------- Name of Power Plant County Number of Units to Retire Capacity - -------------------------------- -------------------- ---------------------------- -------------- Rivercrest Steam Electric Station Red River One of one unit 110 MW - -------------------------------- -------------------- ---------------------------- -------------- North Main Steam Electric Station Tarrant One of one unit 80 MW - -------------------------------- -------------------- ---------------------------- --------------- Parkdale Steam Electric Station Dallas Three of three units 327 MW - -------------------------------- -------------------- ---------------------------- --------------- Morgan Creek Steam Electric Station Mitchell Three of five units 136 MW - -------------------------------- --------------------- ---------------------------- ---------------- Number of Units to "Mothball" - ------------------------------- ---------------------- ---------------------------- ----------------- Eagle Mountain Steam Electric Station Tarrant Three of three units 665 MW - ------------------------------- ---------------------- ----------------------------- ------------------ Collin Steam Electric Station Collin One of one unit 153 MW - ------------------------------- ---------------------- ----------------------------- ------------------- TOTAL CAPACITY: 1,471 MW TXU Corp. believes that closing the power plant units is a prudent business decision, given the supply of electricity in Texas, the higher cost of operating these older power plants, and the ability to buy less expensive power in the marketplace -- all a reflection of a robust, competitive wholesale market in Texas that has attracted independent power producers. TXU Corp. does not expect this action to materially effect its 2004 earnings. Approximately 55 employees will be affected by the closing and may have the opportunity to transfer to other areas within the company. Eligible employees who leave the company will be offered severance benefits and outplacement counseling to help them secure other employment. TXU Energy will meet with Electric Reliability Council of Texas (ERCOT) officials to discuss the decision to close the units and will continue to work closely with them during the shutdown. ERCOT may request any of the units to continue operating under contract with ERCOT if needed for reliability. ERCOT has oversight responsibilities for the electricity grid in most of Texas. This document contains forward-looking statements, which are subject to various risks and uncertainties. Discussion of risks and uncertainties that could cause actual results to differ materially from management's current projections, forecasts, estimates and expectations is contained in the company's SEC filings. The risks and uncertainties set forth in the company's SEC filings include TXU's ability to obtain all necessary governmental and other approvals and consents for the sale of TXU Communications, prevailing government policies on environmental, tax or accounting matters, regulatory and rating agency actions, weather conditions, unanticipated population growth or decline and changes in market demand and demographic patterns, changing competition for customers including the deregulation of the U.S. electric utility industry and the entry of new competitors, pricing and transportation of crude oil, natural gas and other commodities, unanticipated power plant outages, financial and capital market conditions, unanticipated changes in operating expenses and capital expenditures, legal and administrative proceedings and settlements, inability of the various counterparties to meet their obligations with respect to financial instruments, and changes in technology used and services offered by TXU Corp. 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 thereunto duly authorized. TXU CORP. By: /s/ David H. Anderson -------------------------------------------- Name: David H. Anderson Title: Controller and Principal Accounting Officer Dated: March 29, 2004 TXU US HOLDINGS COMPANY By: /s/ David H. Anderson -------------------------------------------- Name: David H. Anderson Title: Vice President and Controller Dated: March 29, 2004 TXU ENERGY COMPANY LLC By: /s/ David H. Anderson -------------------------------------------- Name: David H. Anderson Title: Vice President Dated: March 29, 2004