SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): MAY 6, 1998 ---------------------------- PUBLIC SERVICE COMPANY OF COLORADO - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Colorado 1-3280 84-0296600 - -------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 1225 17th Street, Suite 900, Denver, Colorado 80202-5533 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (303) 571-7511 ------------------------------ - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) ITEM 5. OTHER EVENTS. Public Service Company of Colorado (the "Registrant") is filing herewith the following exhibits in connection with the offering by PSCO Capital Trust I of 7,760,000 7.60% Trust Originated Preferred Securities pursuant to the registration statement of the Registrant and PSCO Capital Trust I on Form S-3, as amended (File No. 333-47485) filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended. INDEX TO EXHIBITS EXHIBIT NUMBER EXHIBIT 1.1 Underwriting Agreement, dated as of May 6, 1998, between the Registrant and Merrill Lynch & Co, Merrill Lynch, Pierce, Fenner & Smith Incorporated, A.G. Edwards & Sons, Inc., Morgan Stanley & Co. Incorporated and PaineWebber Incorporated, as representatives of the several underwriters named therein. 4.1 Amended and Restated Declaration of Trust of PSCO Capital Trust I, dated as of May 11, 1998. 4.2 Indenture, dated as of May 1, 1998, between the Registrant and The Bank of New York. 4.3 First Supplemental Indenture, dated as of May 11, 1998, between the Registrant and The Bank of New York. 4.4 Preferred Securities Guarantee Agreement, dated as of May 11, 1998 between the Registrant and The Bank of New York. 8.1 Tax Opinion of LeBoeuf, Lamb, Greene & MacRae, L.L.P., dated as of May 11, 1998. 2 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. PUBLIC SERVICE COMPANY OF COLORADO Dated: May 13, 1998 By: /s/ Brian P. Jackson --------------------------------- Name: Brian P. Jackson Title: Senior Vice President and Chief Financial Officer 3 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION - -------- ----------- 1.1 Underwriting Agreement, dated as of May 6, 1998, between the Registrant and Merrill Lynch & Co, Merrill Lynch, Pierce, Fenner & Smith Incorporated, A.G. Edwards & Sons, Inc., Morgan Stanley & Co. Incorporated and PaineWebber Incorporated, as representatives of the several underwriters named therein. 4.1 Amended and Restated Declaration of Trust of PSCO Capital Trust I, dated as of May 11, 1998. 4.2 Indenture, dated as of May 1, 1998, between the Registrant and The Bank of New York. 4.3 First Supplemental Indenture, dated as of May 11, 1998, between the Registrant and The Bank of New York. 4.4 Preferred Securities Guarantee Agreement, dated as of May 11, 1998 between the Registrant and The Bank of New York. 8.1 Tax Opinion of LeBoeuf, Lamb, Greene & MacRae, L.L.P., dated as of May 11, 1998. 4