================================================================================ 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) - June 2, 2004 TXU Corp. (Exact name of registrant as specified in its charter) TEXAS 1-12833 75-2669310 (State or other jurisdiction (Commission File (I.R.S. Employer of incorporation) Number) Identification No.) TXU US Holdings Company (Exact name of registrant as specified in its charter) TEXAS 1-11668 75-1837355 (State or other jurisdiction (Commission File (I.R.S. Employer of incorporation) Number) Identification No.) TXU Energy Company LLC (Exact name of registrant as specified in its charter) DELAWARE 333-108876 75-2967817 (State or other jurisdiction (Commission File (I.R.S. Employer of incorporation) Number) Identification No.) 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 June 2, 2004, TXU Corp. (TXU) completed the sale of the assets of TXU Fuel Company (TXU Fuel), an indirect wholly owned subsidiary, to Energy Transfer Partners, L.P. for $500 million. The assets of TXU Fuel consisted of approximately 1,900 miles of intrastate pipeline and a total system capacity of 1.3 Bcf/day. TXU will use the sale proceeds to retire short-term debt. As part of the transaction, TXU Energy LLC (TXU Energy), an indirect subsidiary of TXU Corp., entered into an eight-year transportation agreement with the new owner for the supply of TXU Energy's gas-fired generation plants. The estimated pre-tax gain related to the sale is $380 million, which will be recognized over the life of the transportation agreement. 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. TXU CORP. By: /s/ Kirk R. Oliver --------------------------------------------- Name: Kirk R. Oliver Title: Executive Vice President, Chief Financial Officer and Treasurer Dated: June 7, 2004 TXU US HOLDINGS COMPANY By: /s/ Kirk R. Oliver ------------------------------------------ Name: Kirk R. Oliver Title: Treasurer and Assistant Secretary Dated: June 7, 2004 TXU ENERGY COMPANY LLC By: /s/ Kirk R. Oliver ------------------------------------------ Name: Kirk R. Oliver Title: Treasurer and Assistant Secretary Dated: June 7, 2004 3