UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITES EXCHANGE ACT OF 1934 Date of Report (Date of earliest events reported) April 24, 2002 -------------- (April 23, 2002) -------------- PNM RESOURCES, INC. ------------------- (Exact name of registrant as specified in its charter) New Mexico Commission 85-0468296 - ----------------------------- ----------------------- (State or Other Jurisdiction File Number 333-32170 (I.R.S. Employer of Incorporation) Identification) Number) Alvarado Square, Albuquerque, New Mexico 87158 ---------------------------------------- ----- (Address of principal executive offices) (Zip Code) (505) 241-2700 -------------- (Registrant's telephone number, including area code) ------------------------------ (Former name, former address and former fiscal year, if changed since last report) Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits 99.1 Quarter Ended March 31, 2002 Earnings Announcement; Unaudited Consolidated Statement of Earnings - Three Months Ended March 31, 2002 and 2001; Unaudited Consolidated Balance Sheet as of March 31, 2002 and Audited Consolidated Balance Sheet as of December 31, 2001; Unaudited Consolidated Statement of Cash Flows - Three Months Ended March 31, 2002 and 2001; and Comparative Operating Statistics - Three Months Ended March 31, 2002 and 2001. 99.2 Other Select Financial Information Item 9. Regulation FD Disclosure The Company is filing as exhibit to this Form 8-K its Quarter Ended March 31, 2002 Earnings Announcement; Unaudited Consolidated Statement of Earnings; Unaudited Consolidated Balance Sheets; Unaudited Consolidated Statement of Cash Flows; and Comparative Operating Statistics. Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995 Statements made in this news release that relate to future events are made pursuant to the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based upon current expectations and the company assumes no obligation to update this information. Because actual results may differ materially from expectations, the company cautions readers not to place undue reliance on these statements. A number of factors, including weather, fuel costs, changes in supply and demand in the market for electric power, the performance of generating units and transmission system and uncertainties relating to PNM's litigation with Western Resources and related costs, and state and federal regulatory and legislative decisions and actions, including the wholesale electric power pricing mitigation plan ordered by the Federal Energy Regulatory Commission (FERC) on June 18, 2001, rulings issued by the New Mexico Public Regulation Commission (NMPRC) pursuant to the Electric Utility Industry Restructuring Act of 1999, as amended, and in other cases now pending or which may be brought before the FERC or NMPRC could cause PNM operating revenues and earnings to differ from results forecast in this news release. For a detailed discussion of the important factors affecting PNM Resources, please see "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Company's Form 10-K for the year ended December 31, 2001, Form 10-Q and Form 8-K filings with the Securities and Exchange Commission. 2 SIGNATURES 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. PNM RESOURCES, INC. -------------------------------------------- (Registrant) Date: April 24, 2002 /s/ John R. Loyack -------------------------------------------- John R. Loyack Vice President, Corporate Controller and Chief Accounting Officer (Officer duly authorized to sign this report) 3