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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): DECEMBER 31, 2000
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CLECO POWER LLC
(Exact name of registrant as specified in its charter)
LOUISIANA 0-1272 72-0244480
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
2030 DONAHUE FERRY ROAD
PINEVILLE, LOUISIANA 71360-5226
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (318) 484-7400
CLECO UTILITY GROUP INC.
(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
Effective December 31, 2000, Cleco Utility Group Inc. ("Utility
Group"), a wholly owned subsidiary of Cleco Corporation (NYSE, PCX: CNL)
("Cleco"), converted its form of business organization from a corporation to a
limited liability company in order to lessen its Louisiana state tax
obligations. The conversion was effected by a merger of Utility Group with and
into Cleco Power LLC (the "Company"), a Louisiana limited liability company and
wholly owned subsidiary of Cleco. Under the terms of the conversion, Utility
Group's name will change to "Cleco Power LLC," and all rights and obligations of
Utility Group will vest in and become the responsibility of the Company.
Authorizations from the Louisiana Public Service Commission and the Federal
Energy Regulatory Commission necessary for the conversion were obtained on
November 17, 2000 and November 30, 2000, respectively.
As a result of the conversion, the Company became a successor issuer
to Utility Group pursuant to Rule 414 under the Securities Act of 1933, as
amended. The Company's membership interests are deemed registered under the
Securities Exchange Act of 1934, as amended, by operation of paragraph (a) of
Rule 12g-3 thereunder.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
None.
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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.
CLECO POWER LLC
Date: January 4, 2001 By: /s/ Thomas J. Howlin
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Thomas J. Howlin
Senior Vice President (Finance) &
Chief Financial Officer
