SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-------------------
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report: August 23, 2000
<TABLE>
<S> <C> <C> <C>
Commission Exact name of registrant as specified in its charter State of I.R.S. Employer
File Number and principal office address and telephone number Incorporation ID. Number
1-1217 Consolidated Edison Company New York 13-5009340
of New York, Inc.
4 Irving Place, New York, New York 10003
(212) 460-4600
</TABLE>
<PAGE>
- 2 -
INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 5. OTHER EVENTS
Debt Financing
On August 23, 2000, Consolidated Edison Company of New York, Inc. (the
"Company") entered into an underwriting agreement with Merrill Lynch, Pierce,
Fenner & Smith Incorporated for the sale of $300 million aggregate principal
amount of the Company's 7.50% Debentures, Series 2000 B (the "Debentures"). The
Debentures were registered under the Securities Act of 1933 pursuant to a
Registration Statement on Form S-3 (No. 333-43816, declared effective August 18,
2000) relating to $565 million aggregate principal amount of unsecured debt
securities of the Company, of which $65 million has been carried over from
Registration Statement No. 333-90385. Copies of the underwriting agreement and
the definitive form of the Debentures are filed as exhibits to this report.
Electric Rate Challenge
In September 1997, the New York State Public Service Commission (the "PSC")
approved a restructuring agreement pursuant to the which the Company has been
implementing cumulative rate reductions of approximately $1 billion and "retail
choice" for all its electric customers and has sold most of its electric
generating assets. The Company is using its remaining generating resources,
including its contracts with non-utility generators, and purchases through the
wholesale electric markets administered by the New York Independent System
Operator to supply its full service customers (i.e., those customers who are not
participants in the electric Retail Choice program). See "Regulatory Matters -
Electric" in the Company's Management's Discussion and Analysis of Financial
Condition and Results of Operations ("MD&A") in Item 7 of its Annual Report on
Form 10-K for the year ended December 31, 1999 (the "Form 10-K") and "Regulatory
Matters" and "Nuclear Generation" in the Company's MD&A in Part I, Item 2 of the
Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30,
2000 (File No. 1-1217). The restructuring agreement continued a rate adjustment
mechanism that permits the Company to recover purchased power and other costs
from its customers. See "Recoverable Fuel Costs" in Note A to the Company's
financial statements in Item 8 of the Form 10-K.
On August 24, 2000, the New York State Attorney General filed a petition
with the PSC regarding the rate adjustment mechanism. The petition concluded
that "the PSC should immediately institute an inquiry into the cause of the
recent significant and rapid increases in Con Edison's electric bills, make Con
Edison's electric rates temporary until the conclusion of the PSC's inquiry, and
roll those rates back to levels such that customers would pay no more for the
same amount of electric service than they would have in 1999." The Company
believes that the petition is without merit, but is unable to predict whether or
not any related proceedings or other actions will have a material adverse effect
on its financial position, results of operation or liquidity.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
1 Underwriting Agreement relating to the Debentures.
4 Form of Debenture.
<PAGE>
- 3 -
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.
CONSOLIDATED EDISON COMPANY
OF NEW YORK, INC.
By Robert P. Stelben
Robert P. Stelben
Vice President and Treasurer
DATE: August 24, 2000
<PAGE>
- 4 -
Index to Exhibits
Sequential Page
Number at which
Exhibit Description Exhibit Begins
1 Underwriting Agreement
relating to the Debentures.
4 Form of Debenture.