UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d)
of the Securities Exchange Act of 1934
Date of Report - September 23, 2003
CENTRAL HUDSON GAS & ELECTRIC CORPORATION
(Exact name of registrant as specified in its charter)
NEW YORK 1-3268 14-0555980
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
284 SOUTH AVENUE, POUGHKEEPSIE, NEW YORK 12601-4879
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (845) 452-2000
Item 5. Other Events and Regulation FD Disclosure.
Reference is made to Registrant's shelf Registration Statement, on Form
S-3 (Registration No. 333-83542), filed with the Securities and Exchange
Commission ("SEC") on February 28, 2002, as thereafter amended (as amended, the
"Registration Statement"), for the registration under the Securities Act of
1933, as amended, of $100,000,000 aggregate principal amount of Registrant's
unsecured debt securities (the "Debt Securities") that Registrant may issue in
one or more series from time to time under Registrant's Indenture, dated as of
April 1, 1992 (the "Indenture"), to U.S. Bank Trust National Association
(formerly known as First Trust of New York, National Association) (as successor
Trustee to Morgan Guaranty Trust Company of New York), as Trustee. On March 14,
2002, the SEC declared the Registration Statement effective.
In connection with its medium-term note program, on February 22, 2002,
Registrant created and established a series of the Debt Securities under the
Indenture, in the aggregate principal amount of $100,000,000, designated as its
"Medium-Term Notes, Series D" (the "Notes") and entered into a Distribution
Agreement, dated March 20, 2002, with certain investment banking firms (the
"Agents") for the offer and sale of the Notes from time to time.
On September 23, 2003, Registrant issued and sold through certain of the
Agents a tranche of the Notes in the aggregate principal amount of $24,000,000
(the "Notes of the Tranche"). The Notes of the Tranche bear a fixed annual
interest rate of 4.33%, mature on September 23, 2010 and are not redeemable at
the option of Registrant nor any holder thereof prior to maturity.
Pursuant to the undertaking made by Registrant with the SEC in connection
with the SEC's review of the Registration Statement, Registrant has filed as an
exhibit to this Current Report on Form 8-K a legal opinion of its counsel, which
specifically relates to and reflects the issuance and sale of the Notes of the
Tranche.
Item 7. Financial Statements and Exhibits
(c) Exhibits. Following is the list of Exhibits furnished in accordance
with the provisions of Item 601 of Regulation S-K, filed as part of this Current
Report on Form 8-K:
Exhibit Number
(Regulation S-K
Item 601
Designation) Exhibit
--------------- -------
(5) - Opinion of counsel re legality.
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 hereunto duly authorized.
CENTRAL HUDSON GAS & ELECTRIC CORPORATION
(Registrant)
By: /s/ DONNA S. DOYLE
-------------------------
DONNA S. DOYLE
Vice President - Accounting and Controller
Dated: September 23, 2003
INDEX TO EXHIBITS
Following is the index of Exhibits furnished in accordance with the
provisions of Item 601 of Regulation S-K, filed as part of this Current Report
on Form 8-K:
Exhibit Number
(Regulation S-K
Item 601
Designation) Exhibit
--------------- -------
(5) - Opinion of counsel re legality.