UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) August 14, 2002 --------------- CE GENERATION, LLC (Exact name of registrant as specified in its charter) Delaware 333-89521 47-0818523 - ----------------------------------- ----------- ---------------- (State or other jurisdiction of Commission (I.R.S. Employer Incorporation or organization) File Number Identification No.) 302 South 36th Street, Suite 400-2 Omaha, NE 68131 - -------------------------------------------- ------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (402) 341-4500 -------------- N/A ------------------------------------------------------------- (Former name or former address, if changed since last report) ITEM 9. REGULATION FD DISCLOSURE The Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2002, filed on August 14, 2002, by CE Generation, LLC was accompanied by certifications by the chief executive officer, Edward Heinrich, and chief financial officer, Joseph M. Lillo, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. A copy of each of the certifications is attached hereto as an Exhibit (99.1 and 99.2). -1- 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. CE GENERATION, LLC /s/ Paul J. Leighton --------------------------- Paul J. Leighton Vice President, Assistant General Counsel and Assistant Secretary Date: August 14, 2002 -2- EXHIBITS INDEX Exhibit Number Exhibit - ------ ------- 99.1 Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (chief executive officer) 99.2 Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (chief financial officer) -3-