ILLINOIS POWER CO
8-K, 1998-02-13
ELECTRIC & OTHER SERVICES COMBINED
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                       8-K



                                 CURRENT REPORT




                     Pursuant to Section 13 or 15(d) of the


                         Securities Exchange Act of 1934



                                 Date of Report
                                February 13, 1998



Commission       Registrants; State of Incorporation;       IRS Employer
File Number       Address; and Telephone Company          Identification No.

  1-11327        Illinova Corporation                        37-1319890
                 (an Illinois Corporation)
                 500 S. 27th Street
                 Decatur, IL  62525
                 (217) 424-6600

   1-3004        Illinois Power Company                      37-0344645
                 (an Illinois Corporation)
                 500 S. 27th Street
                 Decatur, IL  62525
                 (217) 424-6600



                 Total number of sequentially numbered pages is 5.


                                      -1-
<PAGE>

Item 5.  Other Events
- --------------------------

     Illinova today announced a loss of $90.4 million, or $1.22 per share (Basic
and Diluted),  for 1997. This compares to earnings of $190.3  million,  or $2.51
per share, for the previous year.  1997's loss reflects an extraordinary  charge
of $2.63 per share for the write-off of regulatory  assets recorded in December.
Without these charges, 1997 earnings per share would have been $1.41.

     Losses  for  the  fourth  quarter  were  $0.46  per  share,  excluding  the
fourth-quarter  extraordinary  item, compared to earnings of $0.26 per share for
the fourth quarter of 1996.
         
     Mild  weather,  the outage at the  Clinton  Power  Station  (Clinton),  and
increased  purchases  of  replacement  power  contributed  to the  drop  in 1997
earnings.  Moderate  temperatures during both summer and winter lowered earnings
by $0.11 per share compared to 1996. Higher expenses  accounted for the majority
of the earnings decline:  $0.27 per share in increased operation and maintenance
expense for the outage at Clinton and $0.29 per share in additional expenditures
for  replacement  power due to Clinton's  outage.  These declines were partially
offset by a $0.06 per share  earnings  increase in gas  margins,  excluding  the
effects of weather.
         
     The  year-end  figures do not reflect  one  component  of a  fourth-quarter
write-off the company announced in the 8-K filed January 8, 1998. Subject to the
Securities  and  Exchange  Commission's  concurrence,  Illinova  had intended to
accrue approximately $40 million, net of income taxes, in estimated  incremental
operation and maintenance  expenses for a recovery plan to bring Clinton back to
full  operation.  The  Commission  did not concur with this proposed  accounting
treatment  because it believes such expenses should be recorded in the period in
which the operations and maintenance activities are carried out.

Please see the attached Illinova Consolidated Statements of Income.

                                      -2-
<PAGE>



                                   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.


                                                     ILLINOVA CORPORATION
                                                     (Registrant)

                                                     By /s/ Larry F. Altenbaumer
                                                     ---------------------------
                                                     Larry F. Altenbaumer
                                                     Chief Financial Officer
                                                     Treasurer and Controller
                                                     on behalf of
                                                     Illinova Corporation



Date:    February 13, 1998
                                      -3-
<PAGE>


                                   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.


                                                     ILLINOIS POWER COMPANY
                                                     (Registrant)

                                                     By /s/ Larry F. Altenbaumer
                                                     ---------------------------
                                                     Larry F. Altenbaumer
                                                     Senior Vice President and
                                                     Chief Financial Officer
                                                     on behalf of
                                                     Illinois Power Company


Date:    February 13, 1998
                                      -4-
<PAGE>

<TABLE>
<CAPTION>

Condensed Consolidated Statements of Income

                                     Three Months Ended *                 Twelve Months Ended
                                           December 31,                      December 31,
           
                                 ------------------------------    ----------------------------
<S>                                   <C>      <C>       <C>           <C>        <C>     <C>           
                                                       % Change                        % Change
                                                           Fav/                            Fav/
                                      1997     1996**   (Unfav)        1997      1996** (Unfav)
                                      ____     ______  ________        ____      ______  _____
                                       (Millions)                       (Millions)
Operating Revenues
     Electric                   $    266.5 $  264.5         1 %    $ 1,244.4 $  1,202.9     3%            
     Electric interchange             34.2     28.8        19          175.6      137.6    28             
     Gas                              88.0    124.6       (29)         353.9      348.2     2            
     Diversified enterprises         165.7     22.8         -          735.6       57.6     -           
                                  --------  -------                 --------  ---------
        Total                        554.4    440.7        26        2,509.5    1,746.3    44            
                                  --------  -------                 --------  ---------
Operating Expenses
     Fuel for electric plants         68.5     62.2       (10)         232.4      248.1     6             
     Power purchased                  62.3     17.1         -          217.9       65.2     -            
     Gas purchased for resale         67.1     84.0        20          207.7      202.6    (3)           
     Diversified enterprises         179.7     29.9         -          792.3       87.5     -           
     Other operating and
        maintenance                  127.7    101.8       (25)         402.2      349.6   (15)           
     Depreciation and amortization    50.4     45.1       (12)         198.8      190.0    (5)           
     General taxes                    28.0     29.3         4          133.8      131.3    (2)             
                                  --------  -------                 --------  ---------
        Total                        583.7    369.4       (58)       2,185.1    1,274.3   (71)          
                                  --------  -------                 --------  ---------
                                                                                                            
Operating Income (Loss)              (29.3)    71.3      (141)         324.4      472.0   (31)          
                                  --------  -------                 --------  ---------
                                                                                                            
Other Income and Deductions
     Miscellaneous - net              (1.5)    (2.6)       42           (3.9)      (9.0)   57              
     Equity earnings in affiliates     6.4      0.1         -           17.5        6.4   173              
                                  --------  -------                 --------  ---------
        Total                          4.9     (2.5)        -           13.6       (2.6)    -              
                                  --------  -------                 --------  ---------

Income (Loss) Before Interest
  Charges and Income                 (24.4)    68.8      (135)         338.0      469.4   (28)           
                                  --------  -------                 --------  ---------

Interest Charges
     Interest expense                 33.8     33.2        (2)         136.8      134.7    (2)            
     Allowance for borrowed funds
        used during construction      (1.6)    (1.3)       23           (5.0)      (6.5)  (23)             
     Preferred dividend requirements
        of subsidiary                  5.1      5.5         7           21.5       22.3     4              
                                  --------  -------                 --------  ---------
        Total                         37.3     37.4         -          153.3      150.5    (2)             
                                  --------  -------                 --------  ---------

Income (Loss) Before Income Taxes    (61.7)    31.4         -          184.7      318.9   (42)           
                                  --------  -------                 --------  ---------

Income Taxes                         (27.4)    11.4         -           80.3      127.9    37             
                                  --------  -------                 --------  ---------

Net Income (Loss) Before 
   Extraordinary Item                (34.3)    20.0         -          104.4      191.0   (45)           

Extraordinary Item Net of Income
  Tax Benefit of $118.0 Million     (195.0)     -           -         (195.0)         -     -           
                                  --------  -------                 --------  ---------

Net Income (Loss)                   (229.3)    20.0         -          (90.6)     191.0  (147)          
     Carrying amount over (under)
        consideration paid for
        redeemed preferred stock
        of subsidiary                 (0.9)     0.1         -            0.2       (0.7)  129              
                                  --------  -------                 --------  ---------

Net Income (Loss) Applicable
  to Common Stock                $  (230.2) $  20.1         -      $   (90.4) $   190.3  (148)          
                                  ========  =======                 ========  =========
                                                                                                             
Weighted average common shares        74.0     75.7         -           74.0       75.7     -                

Earnings (loss) per common shar
  before extraordinary item
  (basic and diluted)               ($0.46)   $0.26         -          $1.41      $2.51   (44)            

Extraordinary item per common 
   share (basic and diluted)        ($2.63)   $0.00         -         ($2.63)     $0.00     -
- ----------------------------------------------------------------------------------------------

Earnings (loss) per common share
  (basic and diluted)               ($3.09)   $0.26         -         ($1.22)     $2.51  (149)

Cash dividends declared                                                                                      $0.00              0
     per common share                 $0.31    $0.31        -          $1.24      $1.15     8               $0.00              0
Cash dividends paid
     per common share                 $0.31    $0.28       11          $1.24      $1.12    11               $0.03              0

</TABLE>

* Unaudited
**  Restated to conform to new financial format

These  statements are submitted as a matter of general  information  and are not
intended to induce,  or to be used in connection  with,  any sale or purchase of
securities.  These statements  should be read in conjunction with Illinova's and
Illinois  Power  Company's  1997  Quarterly  Reports  on Form  10-Q and Form 8-K
filings to the Securities and Exchange Commission, Illinova's 1997 Annual Report
to  Shareholders  (included  in the Proxy  Statement)  and Illinova and Illinois
Power   Company's  1997  Form  10-K  filings  to  the  Securities  and  Exchange
Commission.


                                      -5-



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