8-K

UNITED STATES

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

(DATE OF EARLIEST EVENT REPORTED): November 6, 2013

Commission File Number	Registrant; State of Incorporation; Address; and Telephone Number	IRS Employer Identification Number
1-13739	UNS ENERGY CORPORATION	86-0786732
	(An Arizona Corporation) 88 E. Broadway Boulevard Tucson, AZ 85701 (520) 571-4000
1-5924	TUCSON ELECTRIC POWER COMPANY	86-0062700
	(An Arizona Corporation) 88 E. Broadway Boulevard Tucson, AZ 85701 (520) 571-4000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition

On November 6, 2013, UNS Energy Corporation (“UNS Energy”) issued a press release announcing earnings for the quarter ended September 30, 2013 for UNS Energy and Tucson Electric Power Company.  A copy of the press release is attached hereto as Exhibit 99.1. UNS Energy also posted supplemental information accessible from a link on its website, www.uns.com. UNS Energy and TEP are providing the address of such website solely for the information of investors and do not intend the address to be an active link. Information contained at such website is not part of this report filed with the SEC by UNS Energy and TEP. A copy of the supplemental information is attached hereto as Exhibit 99.2 and Exhibit 99.3.

The Company's press releases and other communications may include certain non-Generally Accepted Accounting Principles (GAAP) financial measures. A “non-GAAP financial measure” is defined as a numerical measure of a company's financial performance, financial position or cash flows that excludes (or includes) amounts that are included in (or excluded from) the most directly comparable measure calculated and presented in accordance with GAAP in the Company's financial statements.

Non-GAAP financial measures utilized by the Company include presentations of revenues, operating expenses, operating income and earnings (loss) per share. The Company uses these non-GAAP measures to evaluate the operations of the Company. Certain non-GAAP financial measures utilized by the Company exclude: the impact of non-recurring items: the effect of accounting changes or adjustments; expenses that are reimbursed by third parties; and other items. The Company's management believes that these non-GAAP financial measures provide useful information to investors by removing the effect of variances in GAAP reported results of operations that are not indicative of fundamental changes in the earnings or cash flow capacity of the Company's operations. Management also believes that the presentation of the non-GAAP financial measures is largely consistent with its past practice, as well as industry practice in general, and will enable investors and analysts to compare current non-GAAP measures with non-GAAP measures with respect to prior periods.

Item 9.01 Financial Statements and Exhibits

Exhibit 99.1    UNS Energy Corporation Press Release, dated November 6, 2013.

Exhibit 99.2Supplemental earnings information posted on UNS Energy's website, dated November 6, 2013.

Exhibit 99.3Conference call presentation slides posted on UNS Energy's website, dated November 6, 2013.

	SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date:	November 6, 2013	UNS ENERGY CORPORATION ____________________________ (Registrant) /s/ Kevin P. Larson
		Kevin P. Larson Senior Vice President and Principal Financial Officer
Date:	November 6, 2013	TUCSON ELECTRIC POWER COMPANY ___________________________ (Registrant) /s/ Kevin P. Larson
		Kevin P. Larson Senior Vice President and Principal Financial Officer

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE	November 6, 2013
Media Contact: Joseph Barrios, (520) 884-3725	Page 1 of 8
Financial Analyst Contact: Chris Norman, (520) 884-3649

UNS ENERGY REPORTS THIRD QUARTER 2013 EARNINGS; PROVIDES EARNINGS GUIDANCE FOR 2013 AND 2014

• UNS Energy’s net income for the third quarter of 2013 was $68.0 million, or $1.62 per diluted share of common stock, compared with net income of $50.7 million, or $1.21 per diluted share in the third quarter of 2012. For the nine months ended September 30, 2013, UNS Energy's net income was $114.0 million, or $2.72 per diluted share, compared with net income of $83.4 million, or $2.03 per diluted share, in the same period last year.

• UNS Energy’s primary subsidiary, Tucson Electric Power Company (TEP), reported net income of $64.2 million in the third quarter of 2013 compared with net income of $44.6 million in the third quarter of 2012. The improvement is primarily due to the non-fuel base rate increase at TEP effective on July 1, 2013, as well as a decrease in capital lease interest expense, partially offset by higher generating plant outage expenses.

• UNS Energy's year-to-date 2013 net income includes: an $11.0 million reduction to income tax expense related to a regulatory asset that was recorded during the second quarter for deferred tax expenses that will be recovered in future periods; and a $3.0 million pre-tax ($1.8 million after-tax) charge to fuel expense related to a one-time credit to retail customers that was approved in TEP's recently completed rate case. Third quarter and year-to-date 2012 results include a $1.8 million pre-tax loss ($1.1 million after-tax) related to an unplanned outage at a power plant that TEP operates on behalf of another party.

• UNS Energy estimates that its diluted earnings per share will be between $2.95 - $3.10 in 2013, and $3.15 - $3.45 per diluted share in 2014.

Tucson, Ariz. – UNS Energy Corporation (NYSE: UNS) today reported third quarter 2013 net income of $68.0 million, or $1.62 per diluted share of common stock, compared with net income of $50.7 million, or $1.21 per diluted share in the same period last year.

"Our year-over-year financial results, which reflect TEP's new retail rate structure, were consistent with our expectations," said Paul Bonavia, UNS Energy's Chairman and Chief Executive Officer.

UNS Energy provided earnings guidance for 2013 of $2.95 to $3.10 per diluted share, and $3.15 to $3.45 per diluted share for 2014. UNS Energy expects that 2015 diluted earnings per share will be above 2014 levels.

“Our financial outlook for 2014 reflects a full year of TEP's new retail rate structure and a reduction in TEP's capital lease expense. We also anticipate flat retail sales during 2014, as well as a heavier than normal generating plant outage schedule which will place upward pressure on our operating expenses," said Bonavia.

"Earnings in 2015 will be affected by many of the same factors as 2014. If we successfully execute our plans to diversify TEP's generating fleet, we project UNS Energy's 2015 diluted earnings per share to be above 2014 levels," said Bonavia.

TEP previously disclosed its decision to purchase approximately 35.4 percent of the output of the coal-fired Springerville Generating Station Unit 1 (SGS Unit 1). TEP currently receives all of the output from the 387

1

megawatt (MW) facility through a 14.1 percent ownership and leases for the remainder. The planned purchase of 35.4 percent of SGS Unit 1 would bring TEP's ownership to approximately 49.5 percent when the current leases expire on January 1, 2015.

TEP also announced it is in exclusive negotiations to purchase a 550 MW gas-fired combined-cycle generating unit at the Gila River Generating Station (Gila River) in Gila Bend, Ariz. That purchase could be finalized in late 2014, pending the completion of due diligence, the negotiation of a purchase agreement and the receipt of certain regulatory approvals.

TEP expects that Gila River will replace the reduced output it will receive from Springerville Unit 1 in 2015 as well as the loss of 170 MW of coal-fired capacity from the anticipated retirement of San Juan Generating Station Unit 2 at the end of 2017. The company is currently evaluating a scenario in which TEP would purchase 400 MW of Gila River and UNS Electric the remaining 150 MW.

"The resource decisions we are making today will create long-term value for our customers and shareholders by diversifying our generating portfolio through the purchase of a modern gas-fired generating facility at a favorable price," Bonavia added.

Tucson Electric Power

Retail kWh Sales and Revenues

TEP’s retail kWh sales increased by 1.1 percent in the third quarter, due in part to an 8.9 percent increase in cooling degree days when compared the third quarter of 2012. The implementation of new base rates on July 1, as well as higher sales volumes, led to a $28.9 million, or 16.3 percent, increase in TEP’s retail margin revenues compared with the third quarter of 2012.

Other Expenses

TEP’s Base operations and maintenance (O&M) expense was $57.3 million in the third quarter of 2013 compared with $53.5 million in the third quarter of 2012. The increase was due in part to unplanned maintenance at generating plants operated by TEP and others. Base O&M excludes costs directly offset by customer surcharges and third-party reimbursements.

TEP's total interest expense declined by $2.4 million in the third quarter of 2013 primarily due to the expected reduction in the balance of capital lease obligations compared with the same period last year.

UNS Gas

UNS Gas reported a net loss of $1.3 million in the third quarter of 2013 compared with a net loss of $0.4 million in the same period last year. The increase in net losses was due in part to higher O&M expense.

UNS Electric

UNS Electric reported net income of $5.3 million in the third quarter of 2013 compared with $6.4 million in the third quarter of 2012. The decrease in net income was due in part to the loss of an industrial customer.

Year-to-Date Results

In the first nine months of 2013, TEP reported net income of $96.4 million compared with net income of $65.0 million in the same period last year. TEP's results in the first nine months of 2013 include the following items:

• a $10.8 million tax benefit related to a regulatory asset recorded in June 2013 to recover previously recorded income tax expense through future rates as a result of the 2013 TEP Rate Order; and

• a one-time increase to fuel expense of $3 million related to a credit to customers agreed to in TEP's rate case.

2

Other factors affecting TEP's financial results in the first nine months of 2013 included: the non-fuel base rate increase effective at TEP on July 1, 2013; favorable weather relative to last year; an increase in long-term wholesale margin revenues due to higher market prices for wholesale power; and the anticipated reduction in capital lease interest expense; partially offset by higher Base O&M related in part to planned and unplanned maintenance on TEP's generating facilities; and an increase in depreciation and amortization expense reflecting TEP's ongoing utility investments.

UNS Gas

UNS Gas reported net income of $6.4 million in the first nine months of 2013 compared with net income of $5.1 million in the same period last year. Cold winter weather and a base rate increase effective in May 2012 contributed to the year-over-year increase.

UNS Electric

UNS Electric reported net income of $11.3 million in the first nine months of 2013 compared with $13.7 million in the first nine months of 2012. The decrease in net income was due in part to the loss of an industrial customer.

Net Income and Earnings Per Share Summary

	3rd Quarter						YTD Sept. 30,
Net Income (Loss)	2013			2012			2013			2012
	Millions of Dollars						Millions of Dollars
Tucson Electric Power	$	64.2		$	44.6		$	96.4		$	65.0
UNS Gas	(1.3		)	(0.4		)	6.4			5.1
UNS Electric	5.3			6.4			11.3			13.7
Other(1)	(0.2		)	0.1			(0.1		)	(0.4		)
Net Income (Loss)	$	68.0		$	50.7		$	114.0		$	83.4
Avg. Basic Shares Outstanding (millions)	41.7			41.4			41.6			40.0
Avg. Diluted Shares Outstanding (millions)	42.0			41.9			41.9			41.7

	3rd Quarter						YTD Sept. 30,
Earnings (Loss) Per UNS Energy Share	2013			2012			2013		2012
Tucson Electric Power	$	1.54		$	1.08		$	2.32	$	1.63
UNS Gas	(0.03		)	(0.01		)	0.15		0.13
UNS Electric	0.13			0.15			0.27		0.34
Other(1)	(0.01		)	—			—		(0.01		)
Net Income per Basic Share	$	1.63		$	1.22		$	2.74	$	2.09
Net Income per Diluted Share	$	1.62		$	1.21		$	2.72	$	2.03

⁽¹⁾  Includes UNS Energy on a stand-alone basis and results from Millennium Energy Holdings, Inc. and UNS Energy Development, wholly owned subsidiaries of UNS Energy.

UNS Energy believes the presentation of TEP, UNS Gas and UNS Electric net income or loss on a per basic UNS Energy share basis (which are non-GAAP financial measures) provides useful information to investors by disclosing the results of operations of its business segments on a basis consistent with UNS Energy's reported earnings or losses.

Seasonality of Earnings

The net income and results of operations of TEP as well as of UNS Gas and UNS Electric – operating subsidiaries of UniSource Energy Services (UES) – are seasonal in nature. TEP and UNS Electric typically record the majority of their net income during the second and third quarters when hot weather contributes to higher energy consumption. TEP’s retail rates, which include higher charges for higher levels of energy use, also shift a larger share of the company’s earnings into those periods.

3

Energy demand from UNS Gas customers typically peaks during the winter. Accordingly, UNS Gas typically records the majority of its net income during the first and fourth quarters.

Conference Call and Webcast

The company will host a conference call on Wednesday, November 6, 2013 at 12 p.m. ET to discuss the financial results and outlook. To participate in the call, please dial in 5 to 10 minutes prior to the start time. A reference code is not necessary to access the live call.

Dial-in number: (800) 741-3792

The conference call can also be heard live online at uns.com.

A telephone replay will be available for seven days.

Replay number: (800) 633-8284

Reference code: 21676358

In conjunction with this earnings announcement, UNS Energy has provided information on its performance during the third quarter of 2013. These materials have been filed with the Securities and Exchange Commission and are also available at uns.com. UNS Energy and TEP are providing the address of such website solely for the information of investors and do not intend the address to be an active link. Information contained at such website is not part of the report filed with the SEC by UNS Energy and TEP.

UNS Energy Corporation is a Tucson, Arizona-based company with consolidated assets of approximately $4 billion. UNS Energy's primary subsidiaries include Tucson Electric Power, which serves approximately 412,000 customers in southern Arizona; and UniSource Energy Services, provider of natural gas and electric service for approximately 242,000 customers in northern and southern Arizona. For more information about UNS Energy and its subsidiaries, visit uns.com.

This release contains forward-looking information that involves risks and uncertainties. These risks and uncertainties include, but are not limited to: state and federal regulatory and legislative decisions and actions; regional economic and market conditions, which could affect customer growth and energy usage; weather variations affecting energy usage; the cost of debt and equity capital and access to capital markets; the performance of the stock market and changing interest rate environment, which affect the value of the company’s pension and other retiree benefit plan assets and the related contribution requirements and expense; unexpected increases in O&M expense; resolution of pending litigation matters; changes in accounting standards; changes in critical accounting estimates; changes to long-term contracts; the cost of fuel and power supplies; performance of TEP's generating plants; and other factors listed in UNS Energy's Form 10-K and 10-Q filings with the Securities and Exchange Commission. The preceding factors may cause future results to differ materially from outcomes currently expected by UNS Energy.

4

UNS Energy Corporation

Comparative Condensed Consolidated Statements of Income

	Three Months Ended
(in thousands of dollars, except per share amounts)	September 30,						Increase / (Decrease)
(UNAUDITED)	2013			2012			Amount			Percent
Operating Revenues
Electric Retail Sales	$	362,244		$	353,473		$	8,771		2.5
Electric Wholesale Sales	27,529			29,341			(1,812		)	(6.2	)
Gas Retail Sales	15,430			15,407			23			N/M
Other Revenues	31,838			35,887			(4,049		)	(11.3	)
Total Operating Revenues	437,041			434,108			2,933			0.7
Operating Expenses
Fuel	85,102			92,873			(7,771		)	(8.4	)
Purchased Energy	67,429			57,085			10,344			18.1
Transmission	8,061			4,500			3,561			79.1
Increase to Reflect PPFAC/PGA Recovery Treatment	(3,521		)	18,076			(21,597		)	(119.5	)
Total Fuel and Purchased Energy	157,071			172,534			(15,463		)	(9.0	)
Operations and Maintenance	93,202			98,346			(5,144		)	(5.2	)
Depreciation	38,204			35,145			3,059			8.7
Amortization	5,193			9,069			(3,876		)	(42.7	)
Taxes Other Than Income Taxes	13,606			12,605			1,001			7.9
Total Operating Expenses	307,276			327,699			(20,423		)	(6.2	)
Operating Income	129,765			106,409			23,356			21.9
Other Income (Deductions)
Interest Income	2			340			(338		)	(99.4	)
Other Income	2,044			1,011			1,033			102.2
Other Expense	293			(171		)	464			(271.3	)
Total Other Income (Deductions)	2,339			1,180			1,159			98.2
Interest Expense
Long-Term Debt	17,580			17,074			506			3.0
Capital Leases	6,323			8,507			(2,184		)	(25.7	)
Other Interest Expense, Net of Interest Capitalized	(703		)	233			(936		)	N/M
Total Interest Expense	23,200			25,814			(2,614		)	(10.1	)
Income Before Income Taxes	108,904			81,775			27,129			33.2
Income Tax Expense	40,914			31,111			9,803			31.5
Net Income	67,990			50,664			17,326			34.2
Weighted-Average Shares of Common Stock Outstanding (000)	41,650			41,446			204			0.5
Basic Earnings per Share	$	1.63		$	1.22		$	0.41		33.6
Diluted Earnings per Share	$	1.62		$	1.21		$	0.41		33.9
Dividends Declared per Share	$	0.435		$	0.43		$	0.005		1.2

N/M—Not Meaningful

Reclassifications have been made to prior periods to conform to the current period’s presentation.

5

UNS Energy Corporation

Comparative Condensed Consolidated Statements of Income

	Nine Months Ended
(in thousands of dollars, except per share amounts)	September 30,					Increase / (Decrease)
(UNAUDITED)	2013			2012		Amount			Percent
Operating Revenues
Electric Retail Sales	$	868,523		$	850,975	$	17,548		2.1
Electric Wholesale Sales	92,581			88,469		4,112			4.6
Gas Retail Sales	86,432			85,621		811			0.9
Other Revenues	86,863			88,427		(1,564		)	(1.8	)
Total Operating Revenues	1,134,399			1,113,492		20,907			1.9
Operating Expenses
Fuel	253,249			245,933		7,316			3.0
Purchased Energy	189,384			165,078		24,306			14.7
Transmission	15,768			10,738		5,030			46.8
Increase (Decrease) to Reflect PPFAC/PGA Recovery Treatment	(6,814		)	29,730		(36,544		)	N/M
Total Fuel and Purchased Energy	451,587			451,479		108			—
Operations and Maintenance	278,245			283,587		(5,342		)	(1.9	)
Depreciation	111,175			105,319		5,856			5.6
Amortization	21,600			26,845		(5,245		)	(19.5	)
Taxes Other Than Income Taxes	41,329			37,385		3,944			10.5
Total Operating Expenses	903,936			904,615		(679		)	(0.1	)
Operating Income	230,463			208,877		21,586			10.3
Other Income (Deductions)
Interest Income	31			981		(950		)	(96.8	)
Other Income	5,545			3,855		1,690			43.8
Other Expense	47			113		(66		)	N/M
Total Other Income (Deductions)	5,623			4,949		674			13.6
Interest Expense
Long-Term Debt	53,534			53,811		(277		)	(0.5	)
Capital Leases	18,821			25,105		(6,284		)	(25.0	)
Other Interest Expense, Net of Interest Capitalized	(2,169		)	66		(2,235		)	N/M
Total Interest Expense	70,186			78,982		(8,796		)	(11.1	)
Income Before Income Taxes	165,900			134,844		31,056			23.0
Income Tax Expense	51,947			51,430		517			1.0
Net Income	113,953			83,414		30,539			36.6
Weighted-Average Shares of Common Stock Outstanding (000)	41,596			39,983		1,613			4.0
Basic Earnings per Share	$	2.74		$	2.09	$	0.65		31.1
Diluted Earnings per Share	$	2.72		$	2.03	$	0.69		34.0
Dividends Declared per Share	$	1.305		$	1.29	$	0.015		1.2

N/M—Not Meaningful

Reclassifications have been made to prior periods to conform to the current period’s presentation.

6

TUCSON ELECTRIC POWER COMPANY

Comparative Condensed Consolidated Statements of Income

	Three Months Ended
(in thousands of dollars)	September 30,						Increase / (Decrease)
(UNAUDITED)	2013			2012			Amount			Percent
Operating Revenues
Electric Retail Sales	$	310,632		$	302,893		$	7,739		2.6
Electric Wholesale Sales	26,563			25,448			1,115			4.4
Other Revenues	34,044			38,569			(4,525		)	(11.7	)
Total Operating Revenues	371,239			366,910			4,329			1.2
Operating Expenses
Fuel	82,065			88,402			(6,337		)	(7.2	)
Purchased Power	42,477			27,576			14,901			54.0
Transmission	4,940			1,914			3,026			158.1
Increase to Reflect PPFAC Recovery Treatment	(7,992		)	20,025			(28,017		)	(139.9	)
Total Fuel and Purchased Energy	121,490			137,917			(16,427		)	(11.9	)
Other Operations and Maintenance	79,335			86,942			(7,607		)	(8.7	)
Depreciation	30,311			27,644			2,667			9.6
Amortization	6,118			10,001			(3,883		)	(38.8	)
Taxes Other Than Income Taxes	10,808			10,327			481			4.7
Total Operating Expenses	248,062			272,831			(24,769		)	(9.1	)
Operating Income	123,177			94,079			29,098			30.9
Other Income (Deductions)
Interest Income	6			28			(22		)	(78.6	)
Other Income	1,466			952			514			54.0
Other Expense	(2,045		)	(1,364		)	(681		)	49.9
Total Other Income (Deductions)	(573		)	(384		)	(189		)	49.2
Interest Expense
Long-Term Debt	13,848			13,268			580			4.4
Capital Leases	6,323			8,507			(2,184		)	(25.7	)
Other Interest Expense, Net of Interest Capitalized	(562		)	201			(763		)	N/M
Total Interest Expense	19,609			21,976			(2,367		)	(10.8	)
Income Before Income Taxes	102,995			71,719			31,276			43.6
Income Tax Expense	38,828			27,150			11,678			43.0
Net Income	64,167			44,569			19,598			44.0

N/M—Not Meaningful

Reclassifications have been made to prior periods to conform to the current period’s presentation.

7

TUCSON ELECTRIC POWER COMPANY

Comparative Condensed Consolidated Statements of Income

	Nine Months Ended
(in thousands of dollars)	September 30,						Increase / (Decrease)
(UNAUDITED)	2013			2012			Amount			Percent
Operating Revenues
Electric Retail Sales	$	739,147		$	716,993		$	22,154		3.1
Electric Wholesale Sales	90,503			77,488			13,015			16.8
Other Revenues	93,603			95,826			(2,223		)	(2.3	)
Total Operating Revenues	923,253			890,307			32,946			3.7
Operating Expenses
Fuel	247,417			237,930			9,487			4.0
Purchased Power	89,815			62,064			27,751			44.7
Transmission	7,535			4,277			3,258			76.2
Increase to Reflect PPFAC Recovery Treatment	(5,079		)	25,150			(30,229		)	(120.2	)
Total Fuel and Purchased Energy	339,688			329,421			10,267			3.1
Other Operations and Maintenance	239,170			248,092			(8,922		)	(3.6	)
Depreciation	87,729			82,656			5,073			6.1
Amortization	24,393			29,621			(5,228		)	(17.6	)
Taxes Other Than Income Taxes	32,916			30,325			2,591			8.5
Total Operating Expenses	723,896			720,115			3,781			0.5
Operating Income	199,357			170,192			29,165			17.1
Other Income (Deductions)
Interest Income	14			97			(83		)	(85.6	)
Other Income	3,904			3,041			863			28.4
Other Expense	(5,629		)	(3,265		)	(2,364		)	72.4
Total Other Income (Deductions)	(1,711		)	(127		)	(1,584		)	N/M
Interest Expense
Long-Term Debt	42,412			40,562			1,850			4.6
Capital Leases	18,821			25,105			(6,284		)	(25.0	)
Other Interest Expense, Net of Interest Capitalized	(1,757		)	(43		)	(1,714		)	N/M
Total Interest Expense	59,476			65,624			(6,148		)	(9.4	)
Income Before Income Taxes	138,170			104,441			33,729			32.3
Income Tax Expense	41,737			39,423			2,314			5.9
Net Income	96,433			65,018			31,415			48.3

N/M—Not Meaningful

Reclassifications have been made to prior periods to conform to the current period’s presentation.

8

EX-99.2

Exhibit 99.2

UNS Energy Corporation

3rd Quarter 2013 Supplemental Earnings Information

As of November 6, 2013

TABLE OF CONTENTS
Safe Harbor and Non-GAAP Measures	1
Variance Explanation	2
UNS Energy and TEP O&M	4
TEP Operating Statistics	5
TEP Margin Revenues	7
UNS Electric Operating Statistics	9
UNS Gas Operating Statistics	11
Basic & Diluted Shares Outstanding	13

SAFE HARBOR AND NON-GAAP MEASURES

This document contains forward-looking information that involves risks and uncertainties, which include, but are not limited to: state and federal regulatory and legislative decisions and actions; regional economic and market conditions which could affect customer growth and energy usage; weather variations affecting energy usage; the cost of debt and equity capital and access to capital markets; the performance of the stock market and changing interest rate environment, which affect the value of the company’s pension and other retiree benefit plan assets and the related contribution requirements and expense; unexpected increases in O&M expense; resolution of pending litigation matters; changes in accounting standards; changes in critical accounting estimates; the ongoing restructuring of the electric industry; changes to long-term contracts; the cost of fuel and power supplies; performance of TEP’s generating plants; and other factors listed in UNS Energy’s Form 10-K and 10-Q filings with the Securities and Exchange Commission. The preceding factors may cause future results to differ materially from historical results or from outcomes currently expected by UNS Energy. The forecast assumptions and estimates below are not intended to be a full list of factors which could cause UNS Energy’s future results to differ from current expectations. Please refer to UNS Energy’s SEC filings for more information regarding risks and other uncertainties that could cause current expectations to differ from future results.

The Company’s press releases and other communications may include certain non-Generally Accepted Accounting Principles (GAAP) financial measures. A “non-GAAP financial measure” is defined as a numerical measure of a company’s financial performance, financial position or cash flows that excludes (or includes) amounts that are included in (or excluded from) the most directly comparable measure calculated and presented in accordance with GAAP in the Company’s financial statements.

Non-GAAP financial measures utilized by the Company include presentations of revenues, operating expenses, operating income and earnings (loss) per share. The Company uses these non-GAAP measures to evaluate the operations of the Company. Certain non-GAAP financial measures utilized by the Company exclude: the impact of non-recurring items: the effect of accounting changes or adjustments; expenses that are reimbursed by third parties; and other items. The Company’s management believes that these non-GAAP financial measures provide useful information to investors by removing the effect of variances in GAAP reported results of operations that are not indicative of fundamental changes in the earnings or cash flow capacity of the Company’s operations. Management also believes that the presentation of the non-GAAP financial measures is largely consistent with its past practice, as well as industry practice in general, and will enable investors and analysts to compare current non-GAAP measures with non-GAAP measures with respect to prior periods.

1

UNS ENERGY 3RD QUARTER EARNINGS VARIANCE EXPLANATION

3rd Quarter 2012 UNS Energy Net Income													$	50.7
	Three Months Ended September 30,						Change
TEP	2013			2012			Pre-Tax			After Tax
	Millions of Dollars
Utility Gross Margin Components:
Retail Margin Revenues(1)	$	206.3		$	177.4		$	28.9		17.8
L-T Wholesale Margin Revenues(1)	1.6			1.1			0.5			0.3
Transmission Revenues	3.6			3.9			(0.3		)	(0.2		)
Total	211.5			182.4			29.1			17.9
Other Income Sources:
Operating synergies—Springerville Units 3&4	6.7			3.8			2.9			1.8
Expenses:
Base O&M(1)	57.3			53.5			3.8			2.3
Depreciation	30.3			27.6			2.7			1.7
Amortization	6.1			10.0			(3.9		)	(2.4		)
Total Other Deductions (Income)	0.6			0.4			0.2			0.1
Total Interest Expense	19.6			22.0			(2.4		)	(1.5		)
Other Line Item Changes	1.3			0.9			0.4			0.2
Income Tax Expense	38.8			27.2			NM			11.6
TEP Net Income (GAAP)	$	64.2		$	44.6		NM			$	19.6
Change in TEP Net Income													19.6
Other Business Segments—After Tax Amounts
UNS Electric Net Income	$	5.3		$	6.4		NM			$	(1.1	)
UNS Gas Net Income	(1.3		)	(0.4		)	NM			(0.9		)
Millennium Energy Holdings Net Income	0.1			0.4			NM			(0.3		)
Other and Consolidating Adjustments	(0.3		)	(0.3		)	NM			—
Total Net Income from Other Business Segments and Consolidating Adjustments	$	3.8		$	6.1		NM			$	(2.3	)
Change in UNS Electric, UNS Gas, Millennium Energy Holdings and Other Net Income													(2.3		)
3rd Quarter 2013 UNS Energy Net Income													$	68.0

⁽¹⁾ Retail Margin Revenues, Long-Term Wholesale Margin and Base O&M are all non-GAAP measures. See the following pages for a reconciliation of these non-GAAP measures.

2

UNS ENERGY YEAR TO DATE EARNINGS VARIANCE EXPLANATION

YTD September 30, 2012 UNS Energy Net Income													$	83.4
	YTD September 30,						Change
TEP	2013			2012			Pre-Tax			After Tax
	Millions of Dollars
Utility Gross Margin Components:
Retail Margin Revenues(1)	$	461.4		$	428.9		$	32.5		19.9
L-T Wholesale Margin Revenues(1)	5.3			3.0			2.3			1.4
Transmission Revenues	11.1			11.6			(0.5		)	(0.3		)
Total	477.8			443.5			34.3			21.0
Other Income Sources:
Operating synergies—Springerville Units 3&4	17.6			15.2			2.4			1.5
Expenses:
Base O&M(1)	179.3			173.5			5.8			3.6
Depreciation	87.7			82.7			5.0			3.1
Amortization	24.4			29.6			(5.2		)	(3.2		)
PPFAC Adjustment(2)	3.0			—			3.0			1.8
Total Other Deductions (Income)	1.7			0.1			1.6			1.0
Total Interest Expense	59.5			65.6			(6.1		)	(3.7		)
Other Line Item Changes	1.7			2.8			(1.1		)	(0.7		)
Income Tax Expense(3)	41.7			39.4			NM			2.3
TEP Net Income (GAAP)	$	96.4		$	65.0		NM			$	31.4
Change in TEP Net Income													31.4
Other Business Segments—After Tax Amounts
UNS Electric Net Income	$	11.3		$	13.7		NM			$	(2.4	)
UNS Gas Net Income	6.4			5.1			NM			1.3
Millennium Energy Holdings Net Income	0.4			1.7			NM			(1.3		)
Other and Consolidating Adjustments	(0.5		)	(2.1		)	NM			1.6
Total Net Income from Other Business Segments and Consolidating Adjustments	$	17.6		$	18.4		NM			$	(0.8	)
Change in UNS Electric, UNS Gas, Millennium Energy Holdings and Other Net Income													(0.8		)
YTD September 30, 2013 UNS Energy Net Income													$	114.0

⁽¹⁾ Retail Margin Revenues, Long-Term Wholesale Margin and Base O&M are all non-GAAP measures. See the following pages for a reconciliation of these non-GAAP measures.

⁽²⁾ A one-time credit to retail customers that was approved in TEP's recently completed rate case, recorded to fuel expense during the second quarter of 2013.

⁽³⁾ A $10.8 million reduction to income tax expense related to a regulatory asset that was recorded during the second quarter of 2013 for deferred tax expenses that will be recovered in future periods.

3

UNS ENERGY AND TEP O&M

UNS Energy	Three Months Ended September 30,				YTD September 30,
O&M Components	2013		2012		2013		2012
	Millions of Dollars				Millions of Dollars
UNS Energy Base O&M (Non-GAAP) (1)	67.8		61.0		$	208.3	$	198.2
Reimbursed O&M Related to Springerville Units 3 and 4	18.4		26.0		48.6		52.6
O&M Related to Customer-funded Renewable Energy and DSM Programs	7.0		11.3		21.3		32.8
UNS Energy O&M (GAAP)	$	93.2	$	98.3	$	278.2	$	283.6

TEP	Three Months Ended September 30,						YTD September 30,
O&M Components	2013			2012			2013			2012
	Millions of Dollars						Millions of Dollars
TEP Base O&M (Non-GAAP) (1)	$	57.3		$	53.5		$	179.3		$	173.5
O&M Included in Other Expense	(2.2		)	(1.3		)	(5.7		)	(3.4		)
Reimbursed O&M Related to Springerville Units 3 and 4	18.4			26.0			48.6			52.6
O&M Related to Customer-funded Renewable Energy and DSM Programs	5.8			8.7			17.0			25.4
TEP O&M (GAAP)	$	79.3		$	86.9		$	239.2		$	248.1

⁽¹⁾ Base O&M, a non-GAAP financial measure, should not be considered as an alternative to Other O&M, which is determined in accordance with GAAP. We believe Base O&M provides useful information to investors because it represents the fundamental level of operating and maintenance expense related to our core utility business. Base O&M excludes expenses that are directly offset by revenues collected from customers and other third parties.

4

TEP—OPERATING STATISTICS

	Three Months Ended September 30,
	2013			2012			Incr (Decr)			% Change
AVG. ELECTRIC CUSTOMERS
Residential	371,354			368,460			2,894			0.8	%
Commercial	37,821			37,589			232			0.6	%
Industrial	622			633			(11		)	(1.7	)%
Mining	4			4			—			NM
Other	1,847			1,824			23			1.3	%
Total	411,648			408,510			3,138			0.8	%
RETAIL SALES—MWH
Residential	1,353,883			1,332,086			21,797			1.6	%
Commercial	651,597			648,085			3,512			0.5	%
Industrial	621,490			615,829			5,661			0.9	%
Mining	275,212			274,818			394			0.1	%
Other	7,068			6,686			382			5.7	%
Total	2,909,250			2,877,504			31,746			1.1	%
RETAIL USAGE—KWH/CUSTOMER
Residential	3,646			3,615			31			0.9	%
Commercial	17,228			17,241			(13		)	(0.1	)%
Industrial	999,180			972,874			26,306			2.7	%
Mining	68,803,000			68,704,500			98,500			0.1	%
Other	3,827			3,666			161			4.4	%
Total	7,067			7,044			23			0.3	%
WEATHER—COOLING DEGREE DAYS
Actual	1,042			957			85			8.9	%
10-Year Average	992			990
% Change Actual vs. 10-Year Avg.	5.0		%	(3.3		)%
ENERGY MARKET INDICATORS
Avg. Wholesale Power Prices
Palo Verde Hub—$/MWh
On Peak	$	41.21		$	35.85		$	5.36		15.0	%
Off Peak	$	27.20		$	21.50		$	5.70		26.5	%
Avg. Natural Gas Prices
Permian Index—$/MMBtu	$	3.45		$	2.78		$	0.67		24.1	%

Note: Some items above are calculated on un-rounded data and may not precisely correspond to data shown in table.

5

TEP—OPERATING STATISTICS

	Nine Months Ended September 30,
	2013			2012			Incr (Decr)			% Change
AVG. ELECTRIC CUSTOMERS
Residential	370,515			367,896			2,619			0.7	%
Commercial	37,741			37,557			184			0.5	%
Industrial	623			633			(10		)	(1.6	)%
Mining	4			4			—			NM
Other	1,839			1,821			18			1.0	%
Total	410,722			407,911			2,811			0.7	%
RETAIL SALES—MWH
Residential	3,148,657			3,084,784			63,873			2.1	%
Commercial	1,701,568			1,682,071			19,497			1.2	%
Industrial	1,637,541			1,628,532			9,009			0.6	%
Mining	803,366			817,611			(14,245		)	(1.7	)%
Other	23,029			22,529			500			2.2	%
Total	7,314,161			7,235,527			78,634			1.1	%
RETAIL USAGE—KWH/CUSTOMER
Residential	8,498			8,385			113			1.3	%
Commercial	45,085			44,787			298			0.7	%
Industrial	2,628,477			2,572,720			55,757			2.2	%
Mining	200,841,500			204,402,750			(3,561,250		)	(1.7	)%
Other	12,523			12,372			151			1.2	%
Total	17,808			17,738			70			0.4	%
WEATHER—COOLING DEGREE DAYS
Actual	1,619			1,523			96			6.3	%
10-Year Average	1,456			1,443
% Change Actual vs. 10-Year Avg.	11.2		%	5.5		%
HEATING DEGREE DAYS
Actual	983			790			193			24.4	%
10-Year Average	867			845
% Change Actual vs. 10-year Avg.	13.4		%	(6.5		)%
ENERGY MARKET INDICATORS
Avg. Wholesale Power Prices
Palo Verde Hub—$/MWh
On Peak	$	37.16		$	28.91		$	8.25		28.5	%
Off Peak	$	27.30		$	19.18		$	8.12		42.3	%
Avg. Natural Gas Prices
Permian Index—$/MMBtu	$	3.57		$	2.46		$	1.11		45.1	%

Note: Some items above are calculated on un-rounded data and may not precisely correspond to data shown in table.

6

TEP—RETAIL AND WHOLESALE MARGIN REVENUES

	Three Months Ended September 30,
	2013		2012		Incr (Decr)			% Change
RETAIL REVENUES—$ MILLIONS
Retail Margin Revenues:(1)
Residential	$	102.0	$	88.8	13.2			14.9	%
Commercial	62.7		52.3		10.4			19.9	%
Industrial	30.6		27.3		3.3			12.1	%
Mining	10.6		8.6		2.0			23.3	%
Other	0.4		0.4		—			—	%
Total	$	206.3	$	177.4	$	28.9		16.3	%
RES, DSM and, ECA Revenues	10.4		10.5		(0.1		)	(1.0	)%
Fuel and Purchased Power Revenues:
Recovered from Customers	93.9		115.1		(21.2		)	(18.4	)%
Total Retail Revenues	$	310.6	$	303.0	$	7.6		2.5	%
RETAIL REVENUES—CENTS / KWH
Average Retail Margin Rate (Cents/kWh):
Residential	7.53		6.67		0.86			12.9	%
Commercial	9.62		8.07		1.55			19.2	%
Industrial	4.92		4.43		0.49			11.1	%
Mining	3.85		3.13		0.72			23.0	%
Other	5.66		5.98		(0.32		)	(5.4	)%
Average Retail Margin Revenue	7.09		6.17		0.92			14.9	%
Average RES & DSM Revenue	0.36		0.36		—			NM
Average Fuel and Purchased Power Revenue
Recovered from Customers	3.23		4.00		(0.77		)	(19.3	)%
Total Average Retail Revenue	10.68		10.53		0.15			1.4	%
LONG-TERM WHOLESALE MARGIN (Non-GAAP)—$ MILLIONS(2)
Long-Term Wholesale Margin Revenues (Non-GAAP)	$	1.6	$	1.1	$	0.5		45.5	%
Fuel and Purchased Power Expense Allocated to Long-Term Wholesale Revenues	4.1		5.6		(1.5		)	(26.8	)%
Long-Term Wholesale Revenues	$	5.7	$	6.7	$	(1.0	)	(14.9	)%
Wholesale Transmission Revenues	3.6		3.9		(0.3		)	(7.7	)%
Short-term Wholesale Revenues	17.3		14.8		2.5			16.9	%
Electric Wholesale Sales (GAAP)	$	26.6	$	25.4	$	1.2		4.7	%

⁽¹⁾ Retail Margin Revenues, a non-GAAP financial measure, should not be considered as an alternative to Net Electric Retail Sales, which is determined in accordance with GAAP. Retail Margin Revenues excludes: (i) revenues collected from retail customers that are directly offset by expenses recorded in other line items; and (ii) revenues collected from third parties that are unrelated to kWh sales to retail customers. We believe the change in Retail Margin Revenues between periods provides useful information to investors because it demonstrates the underlying revenue trend and performance of our core utility business. Retail Margin Revenues represents the portion of retail operating revenues available to cover the operating expenses of our core utility business.

⁽²⁾ Long-Term Wholesale Margin Revenues, a non-GAAP financial measure, should not be considered as an alternative to Electric Wholesale Sales, which is determined in accordance with GAAP. We believe the change in Long-Term Wholesale Margin Revenues between periods provides useful information to investors because it demonstrates the underlying profitability of TEP’s long-term wholesale sales contracts. Long-Term Wholesale Margin Revenues represents the portion of long-term wholesale revenues available to cover the operating expenses of our core utility business.

Note: Some items above are calculated on un-rounded data and may not precisely correspond to data shown in table.

7

TEP—RETAIL AND WHOLESALE MARGIN REVENUES

	Nine Months Ended September 30,
	2013		2012		Incr (Decr)			% Change
RETAIL REVENUES—$ MILLIONS
Retail Margin Revenues:(1)
Residential	$	217.4	$	201.5	15.9			7.9	%
Commercial	143.5		132.3		11.2			8.5	%
Industrial	74.1		70.8		3.3			4.7	%
Mining	25.1		23.1		2.0			8.7	%
Other	1.3		1.2		0.1			8.3	%
Total	$	461.4	$	428.9	$	32.5		7.6	%
RES, DSM and, ECA Revenues	33.0		31.9		1.1			3.4	%
Fuel and Purchased Power Revenues:
Recovered from Customers	244.8		256.2		(11.4		)	(4.4	)%
Total Retail Revenues	$	739.2	$	717.0	$	22.2		3.1	%
RETAIL REVENUES—CENTS / KWH
Average Retail Margin Rate (Cents/kWh):
Residential	6.90		6.53		0.37			5.7	%
Commercial	8.43		7.87		0.56			7.1	%
Industrial	4.53		4.35		0.18			4.1	%
Mining	3.12		2.83		0.29			10.2	%
Other	5.65		5.33		0.32			6.0	%
Average Retail Margin Revenue	6.31		5.93		0.38			6.4	%
Average RES & DSM Revenue	0.45		0.44		0.01			2.3	%
Average Fuel and Purchased Power Revenue
Recovered from Customers	3.35		3.54		(0.19		)	(5.4	)%
Total Average Retail Revenue	10.11		9.91		0.20			2.0	%
LONG-TERM WHOLESALE MARGIN (Non-GAAP)—$ MILLIONS(2)
Long-Term Wholesale Margin Revenues (Non-GAAP)	$	5.3	$	3.0	$	2.3		76.7	%
Fuel and Purchased Power Expense Allocated to Long-Term Wholesale Revenues	13.6		15.3		(1.7		)	(11.1	)%
Long-Term Wholesale Revenues	$	18.9	$	18.3	$	0.6		3.3	%
Wholesale Transmission Revenues	11.1		11.6		(0.5		)	(4.3	)%
Short-term Wholesale Revenues	60.5		47.6		12.9			27.1	%
Electric Wholesale Sales (GAAP)	$	90.5	$	77.5	$	13.0		16.8	%

⁽¹⁾ Retail Margin Revenues, a non-GAAP financial measure, should not be considered as an alternative to Net Electric Retail Sales, which is determined in accordance with GAAP. Retail Margin Revenues excludes: (i) revenues collected from retail customers that are directly offset by expenses recorded in other line items; and (ii) revenues collected from third parties that are unrelated to kWh sales to retail customers. We believe the change in Retail Margin Revenues between periods provides useful information to investors because it demonstrates the underlying revenue trend and performance of our core utility business. Retail Margin Revenues represents the portion of retail operating revenues available to cover the operating expenses of our core utility business.

⁽²⁾ Long-Term Wholesale Margin Revenues, a non-GAAP financial measure, should not be considered as an alternative to Electric Wholesale Sales, which is determined in accordance with GAAP. We believe the change in Long-Term Wholesale Margin Revenues between periods provides useful information to investors because it demonstrates the underlying profitability of TEP’s long-term wholesale sales contracts. Long-Term Wholesale Margin Revenues represents the portion of long-term wholesale revenues available to cover the operating expenses of our core utility business.

Note: Some items above are calculated on un-rounded data and may not precisely correspond to data shown in table.

8

UNS ELECTRIC—OPERATING STATISTICS

	Three Months Ended September 30,
	2013			2012			Incr (Decr)			% Change
AVG. ELECTRIC CUSTOMERS
Residential	81,376			80,860			516			0.6	%
Commercial	10,570			10,476			94			0.9	%
Industrial	18			21			(3		)	(14.3	)%
Mining	2			2			—			—	%
Other	561			473			88			18.6	%
Total	92,527			91,832			695			0.8	%
RETAIL SALES—MWH
Residential	286,869			290,308			(3,439		)	(1.2	)%
Commercial	171,261			171,800			(539		)	(0.3	)%
Industrial	49,777			58,228			(8,451		)	(14.5	)%
Mining	16,270			19,881			(3,611		)	(18.2	)%
Other	427			390			37			9.5	%
Total	524,604			540,607			(16,003		)	(3.0	)%
RETAIL USAGE—KWH/CUSTOMER
Residential	3,525			3,590			(65		)	(1.8	)%
Commercial	16,203			16,399			(196		)	(1.2	)%
Industrial	2,765,389			2,772,762			(7,373		)	(0.3	)%
Mining	8,135,000			9,940,500			(1,805,500		)	(18.2	)%
Other	761			825			(64		)	(7.8	)%
Total	5,670			5,887			(217		)	(3.7	)%
RETAIL REVENUES—MILLIONS
Retail Margin Revenues:
Residential	$	10.8		$	10.9		$	(0.1	)	(0.9	)%
Commercial	7.7			7.7			—			—	%
Industrial	1.9			2.3			(0.4		)	(17.4	)%
Mining	0.8			1.6			(0.8		)	(50.0	)%
Other	0.1			0.1			—			—	%
Total Retail Margin Revenues (Non-GAAP)(1)	$	21.3		$	22.6		$	(1.3	)	(5.8	)%
RES & DSM Revenues	1.7			2.7			(1.0		)	(37.0	)%
Fuel and Purchased Power Revenues	28.6			25.3			3.3			13.0	%
Total Retail Revenues	$	51.6		$	50.6		$	1.0		2.0	%
WEATHER—COOLING DEGREE DAYS
Actual	1,840			1,969			(129		)	(6.6	)%
10-Year Average	1,975			1,972
% Change Actual vs. 10-Year Avg.	(6.8		)%	(0.2		)%

⁽¹⁾Retail Margin Revenues, a non-GAAP financial measure, should not be considered as an alternative to Total Retail Revenues, which is determined in accordance with GAAP. Retail Margin Revenues exclude revenues collected from retail customers that are directly offset by expenses recorded in other line items. We believe the change in Retail Margin Revenues between periods provides useful information to investors because it demonstrates the underlying revenue trend and performance of our core utility business. Retail Margin Revenues represents the portion of retail operating revenues available to cover the operating expenses of our core utility business.

Note: Some items above are calculated on un-rounded data and may not precisely correspond to data shown in table.

9

UNS ELECTRIC—OPERATING STATISTICS

	Nine Months Ended September 30,
	2013			2012			Incr (Decr)			% Change
AVG. ELECTRIC CUSTOMERS
Residential	81,351			80,814			537			0.7	%
Commercial	10,555			10,447			108			1.0	%
Industrial	18			21			(3		)	(14.3	)%
Mining	2			2			—			—	%
Other	542			461			81			17.6	%
Total	92,468			91,745			723			0.8	%
RETAIL SALES—MWH
Residential	678,250			665,534			12,716			1.9	%
Commercial	468,384			470,326			(1,942		)	(0.4	)%
Industrial	141,156			166,673			(25,517		)	(15.3	)%
Mining	45,502			75,067			(29,565		)	(39.4	)%
Other	1,354			1,199			155			12.9	%
Total	1,334,646			1,378,799			(44,153		)	(3.2	)%
RETAIL USAGE—KWH/CUSTOMER
Residential	8,337			8,235			102			1.2	%
Commercial	44,376			45,020			(644		)	(1.4	)%
Industrial	7,842,000			7,936,810			(94,810		)	(1.2	)%
Mining	22,751,000			37,533,500			(14,782,500		)	(39.4	)%
Other	2,498			2,601			(103		)	(4.0	)%
Total	14,434			15,029			(595		)	(4.0	)%
RETAIL REVENUES—MILLIONS
Retail Margin Revenues:
Residential	$	25.9		$	25.5		$	0.4		1.6	%
Commercial	21.7			21.8			(0.1		)	(0.5	)%
Industrial	5.8			6.9			(1.1		)	(15.9	)%
Mining	3.3			5.0			(1.7		)	(34.0	)%
Other	0.2			0.1			0.1			100	%
Total Retail Margin Revenues (Non-GAAP)(1)	$	56.9		$	59.3		$	(2.4	)	(4.0	)%
RES & DSM Revenues	5.5			8.3			(2.8		)	(33.7	)%
Fuel and Purchased Power Revenues	67.0			66.4			0.6			0.9	%
Total Retail Revenues	$	129.4		$	134.0		$	(4.6	)	(3.4	)%
WEATHER—COOLING DEGREE DAYS
Actual	3,144			3,243			(99		)	(3.1	)%
10-Year Average	3,049			3,073
% Change Actual vs. 10-Year Avg.	3.1		%	5.5		%
HEATING DEGREE DAYS
Actual	1,258			1,117			141			12.6	%
10-Year Average	1,239			1,253
% Change Actual vs. 10-Year Avg.	1.5		%	(10.9		)%

⁽¹⁾Retail Margin Revenues, a non-GAAP financial measure, should not be considered as an alternative to Total Retail Revenues, which is determined in accordance with GAAP. Retail Margin Revenues exclude revenues collected from retail customers that are directly offset by expenses recorded in other line items. We believe the change in Retail Margin Revenues between periods provides useful information to investors because it demonstrates the underlying revenue trend and performance of our core utility business. Retail Margin Revenues represents the portion of retail operating revenues available to cover the operating expenses of our core utility business.

Note: Some items above are calculated on un-rounded data and may not precisely correspond to data shown in table.

10

UNS GAS —OPERATING STATISTICS

	Three Months Ended September 30,
	2013			2012			Incr (Decr)			% Change
AVG. GAS CUSTOMERS
Residential	136,009			134,581			1,428			1.1	%
Commercial	11,264			11,197			67			0.6	%
All Other	1,124			1,140			(16		)	(1.4	)%
Total	148,397			146,918			1,479			1.0	%
RETAIL SALES—THOUSANDS OF THERMS
Residential	5,445			5,056			389			7.7	%
Commercial	4,140			3,922			218			5.6	%
All Other	667			589			78			13.2	%
Total	10,252			9,567			685			7.2	%
RETAIL USAGE—THERMS/CUSTOMER
Residential	40			38			2			5.3	%
Commercial	368			350			18			5.1	%
All Other	593			517			76			14.7	%
Total	69			65			4			6.2	%
RETAIL REVENUES—MILLIONS
Retail Margin Revenues:
Residential	$	6.0		$	5.8		$	0.2		3.4	%
Commercial	1.8			1.8			—			—	%
All Other	0.2			0.2			—			—	%
Total Retail Margin Revenues (Non-GAAP)(1)	$	8.0		$	7.8		$	0.2		2.6	%
DSM Revenues	0.2			0.4			(0.2		)	(50.0	)%
Transport/NSP Revenues	4.3			4.7			(0.4		)	(8.5	)%
Fuel Revenues:
Recovered from Customers	5.2			5.0			0.2			4.0	%
Total Gas Revenues	$	17.7		$	17.9		$	(0.2	)	(1.1	)%
WEATHER—HEATING DEGREE DAYS
Actual	101			54			47			87.0	%
10-Year Average	72			74
% Change Actual vs. 10-Year Avg.	40.3		%	(27.0		)%

⁽¹⁾Retail Margin Revenues, a non-GAAP financial measure, should not be considered as an alternative to Total Retail Revenues, which is determined in accordance with GAAP. Retail Margin Revenues exclude revenues collected from retail customers that are directly offset by expenses recorded in other line items. We believe the change in Retail Margin Revenues between periods provides useful information to investors because it demonstrates the underlying revenue trend and performance of our core utility business. Retail Margin Revenues represents the portion of retail operating revenues available to cover the operating expenses of our core utility business.

Note: Some items above are calculated on un-rounded data and may not precisely correspond to data shown in table.

11

UNS GAS —OPERATING STATISTICS

	Nine Months Ended September 30,
	2013			2012			Incr (Decr)			% Change
AVG. GAS CUSTOMERS
Residential	136,158			134,761			1,397			1.0	%
Commercial	11,372			11,284			88			0.8	%
All Other	1,130			1,142			(12		)	(1.1	)%
Total	148,660			147,187			1,473			1.0	%
RETAIL SALES—THOUSANDS OF THERMS
Residential	49,146			44,434			4,712			10.6	%
Commercial	21,030			19,740			1,290			6.5	%
All Other	5,811			5,170			641			12.4	%
Total	75,987			69,344			6,643			9.6	%
RETAIL USAGE—THERMS/CUSTOMER
Residential	361			330			31			9.4	%
Commercial	1,849			1,749			100			5.7	%
All Other	5,142			4,527			615			13.6	%
Total	511			471			40			8.5	%
RETAIL REVENUES—MILLIONS
Retail Margin Revenues:
Residential	$	28.9		$	26.6		$	2.3		8.6	%
Commercial	8.0			7.4			0.6			8.1	%
All Other	1.6			1.4			0.2			14.3	%
Total Retail Margin Revenues (Non-GAAP)(1)	$	38.5		$	35.4		$	3.1		8.8	%
DSM Revenues	0.6			0.7			(0.1		)	(14.3	)%
Transport/NSP Revenues	13.1			12.2			0.9			7.4	%
Fuel Revenues:
Recovered from Customers	39.0			41.7			(2.7		)	(6.5	)%
Total Gas Revenues	$	91.2		$	90.0		$	1.2		1.3	%
WEATHER—HEATING DEGREE DAYS
Actual	2,769			2,504			265			10.6	%
10-Year Average	2,715			2,728
% Change Actual vs. 10-Year Avg.	2.0		%	(8.2		)%

⁽¹⁾Retail Margin Revenues, a non-GAAP financial measure, should not be considered as an alternative to Total Gas Revenues, which is determined in accordance with GAAP. Retail Margin Revenues excludes revenues collected from retail customers that are directly offset by expenses recorded in other line items. We believe the change in Retail Margin Revenues between periods provides useful information to investors because it demonstrates the underlying revenue trend and performance of our core utility business. Retail Margin Revenues represents the portion of retail operating revenues available to cover the operating expenses of our core utility business.

Note: Some items above are calculated on un-rounded data and may not precisely correspond to data shown in table.

12

BASIC AND DILUTED SHARES OUTSTANDING

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
	Thousands of Dollars
Numerator:
Net Income	$	67,990	$	50,664	$	113,953	$	83,414
Income from Assumed Conversion of Convertible Senior Notes (1)	—		—		—		1,100
Adjusted Net Income Available for Diluted Common Stock Outstanding	$	67,990	$	50,664	$	113,953	$	84,514
	Thousands of Shares
Denominator:
Weighted Average Shares of Common Stock Outstanding:
Common Shares Issued	41,472		41,290		41,427		39,835
Fully Vested Deferred Stock Units	178		156		169		148
Total Weighted Average Common Stock Outstanding – Basic	41,650		41,446		41,596		39,983
Effect of Dilutive Securities:
Convertible Senior Notes (1)	—		—		—		1,417
Options and Stock Issuable Under Share-Based Compensation Plans	378		417		345		319
Total Weighted Average Common Stock Outstanding – Diluted	42,028		41,863		41,941		41,719

⁽¹⁾ In 2012, the Convertible Senior Notes were converted to Common Stock or redeemed for cash.

We excluded the following outstanding stock options, with an exercise price above market, and contingently issuable shares from our diluted EPS computation as their effect would be anti-dilutive:

	Three Months Ended September 30,		Nine Months Ended September 30,
	2013	2012	2013	2012
	Thousands of Shares
Stock Options	—	—	—	67
Restricted Stock Units	—	—	8	—
Total Anti-Dilutive Shares Excluded from the Diluted EPS Computation	—	—	8	67

13

EX-99.3

November 6, 2013 3rd Quarter 2013 Earnings Results and Outlook Exhibit 99.3

UNS Energy Safe Harbor Safe Harbor and Non-GAAP Measures • This document contains forward-looking information that involves risks and uncertainties, that include, but are not limited to: state and federal regulatory and legislative decisions and actions; regional economic and market conditions which could affect customer growth and energy usage; weather variations affecting energy usage; the cost of debt and equity capital and access to capital markets; the performance of the stock market and changing interest rate environment, which affect the value of the company’s pension and other postretirement benefit plan assets and the related contribution requirements and expense; unexpected increases in O&M expense; resolution of pending litigation matters; changes in accounting standards; changes in critical accounting estimates; the ongoing restructuring of the electric industry; changes to long-term contracts; the cost of fuel and power supplies; performance of TEP's generating plants; and other factors listed in UNS Energy's Form 10-K and 10-Q filings with the Securities and Exchange Commission. The preceding factors may cause future results to differ materially from historical results or from outcomes currently expected by UNS Energy. • This document and other communications may include certain non-Generally Accepted Accounting Principles (GAAP) financial measures. A "non-GAAP financial measure" is defined as a numerical measure of a company's financial performance, financial position or cash flows that excludes (or includes) amounts that are included in (or excluded from) the most directly comparable measure calculated and presented in accordance with GAAP in the Company's financial statements. • Non-GAAP financial measures utilized by the Company include presentations of revenues, operating expenses, operating income and earnings (loss) per share. The Company uses these non-GAAP measures to evaluate the operations of the Company. Certain non- GAAP financial measures utilized by the Company exclude: the impact of non-recurring items: the effect of accounting changes or adjustments; expenses that are reimbursed by third parties; and other items. The Company's management believes that these non- GAAP financial measures provide useful information to investors by removing the effect of variances in GAAP reported results of operations that are not indicative of fundamental changes in the earnings or cash flow capacity of the Company's operations. Management also believes that the presentation of the non-GAAP financial measures is largely consistent with its past practice, as well as industry practice in general, and will enable investors and analysts to compare current non-GAAP measures with non-GAAP measures with respect to prior periods. • Please refer to Exhibit 99.2 of the 8-K filed on November 6, 2013, for a reconciliation of non-GAAP measures with the most comparable GAAP measure. 1

$1.21 $1.62 $0.42 $0.01 ($0.06) $0.04 ($0.05) $0.03 $0.02 3rd Quarter UNS Energy Earnings Walk 2 3rd Quarter 2012 UNS Consolidated Diluted EPS 3rd Quarter 2013 UNS Consolidated Diluted EPS 2012 Springerville 3 Outage(2) Other TEP Capital Lease Interest Expense UES Change in Net Income (1) Please refer to Exhibit 99.2 for a reconciliation of non-GAAP measures. (2) Third quarter 2012 results include a $1.1 million after-tax loss related to an unplanned outage Springerville Unit 3, which TEP operates on behalf of another party. TEP Retail Margin(1) TEP LT Wholesale Margin(1) TEP Base O&M(1)

$2.03 $2.72 $0.47 $0.03 $0.08 $0.04 $0.03 $0.09 $0.22 $0.03 YTD Sept. 30 UNS Energy Earnings Walk 3 (1) Please refer to Exhibit 99.2 for a reconciliation of non-GAAP measures. (2) As part of the 2013 TEP Rate Order, TEP recorded: an $11 million tax benefit related to a regulatory asset in June 2013 to recover previously recorded income tax expense through future rates; and a one-time charge of $3 million to fuel and purchased energy expense. (3) YTD 2012 results include a $1.1 million after-tax loss related to an unplanned outage at Springerville Unit 3, which TEP operates on behalf of another party. YTD Sep. 30, 2012 UNS Consolidated Diluted EPS TEP Retail Margin(1) TEP LT Wholesale Margin(1) YTD Sep. 30, 2013 UNS Consolidated Diluted EPS TEP Base O&M(1) 2013 TEP Rate Case Items(2) 2012 Springerville 3 Outage(3) TEP LT Debt Interest Expense TEP Property Taxes TEP Capital Lease Interest Expense

2013 Earnings Guidance Assumptions 2013 Earnings Guidance $2.95 - $3.10 per diluted share • Excluding rate case-related adjustments, range would be $2.73 - $2.88 • UNS consolidated Base O&M of $282 million • TEP rate order effective July 1, 2013 • Non-fuel base rate increase • Lower depreciation rates • Certain costs shifted from O&M to the PPFAC • Improvement in TEP’s long-term wholesale margin • Lower capital lease interest expense 4

$271 $269 - $271 $11 $19 2013E 2014E UNS Consolidated Base O&M ($ millions) Base O&M - Excl. Outages Planned Outage Expense UNS Consolidated Base O&M 5 $282M $288M-$290M

2014 Earnings Guidance Assumptions 2014 Earnings Guidance $3.15 - $3.45 per diluted share • Flat retail sales on a weather normalized basis at TEP • Full year benefit of TEP non-fuel base rate increase • Adjustor mechanisms at TEP and UNS Electric • Consolidated Base O&M of $288 - $290 million • Declining capital lease expense • UNS Electric rate increase effective Jan. 1 6

Financing Assumptions and Timeline • Close the following purchases – Gila River Unit 3 by end of 2014 – Springerville Unit 1 by Jan. 2015 – Springerville coal handling facilities by April 2015 • Financing Assumptions: Q2 2014 – Q2 2015 – Issue up to $150 million of equity – New long-term debt financing of up to $350 million • Up to $250 million at TEP – UNS Energy cumulative capital expenditures to exceed $1 billion in 2014-2015 7

2015 Earnings Outlook Assumptions 2015 Earnings Outlook: Approximately 4% diluted earnings per share growth from 2014 midpoint • Full year effect of Springerville Unit 1 and Gila River transactions • 0.5% - 1.0% retail sales growth at TEP • Adjustor mechanisms at TEP and UNS Electric • UNS Energy Consolidated Base O&M growth of 2% • Higher depreciation expense related to ongoing utility investments • Declining capital lease expense • Projected ACC jurisdictional rate base of ~$2.0 billion 8

UNS Energy Earnings Guidance Assumptions 9 UNS Energy - Consolidated 2013E 2014E 2015E* Base O&M $282 million $288 - $290 million +2% Depreciation Expense $162 million $168 - $170 million $180 - $185 million Interest Expense on L-T Debt (excluding capital leases) $64 million $64 - $65 million $80 - $82 million Effective Income Tax Rate ~37% ~37% ~36% Avg. Diluted Shares Outstanding ~42 million Issue up to 3 million shares * 2015 assumes Springerville Unit 1 and Gila River transactions are completed on or before Jan. 1, 2015, and the purchase of Springerville Coal Handling Facilities Lease in Apr. 2015.

TEP Earnings Guidance Assumptions 10 TEP 2013E 2014E 2015E* Est. Weather Normalized Retail Sales 9,118 GWh + 0% + 0.5 – 1.0% Retail Customer Growth 0.7% ~1.0% ~1.0% Retail Margin $585 - $587 million $610 - $615 million + 0.5 – 1.0% LFCR Revenues Subject to Recovery $2 - $4 million $6 - $8 million $8 - $10 million Long-Term Wholesale Margin Revenues $7 million $7 million $7 - $10 million Estimated On-Peak Wholesale Power Prices $36 / MWh $37 / MWh $39 / MWh Wholesale Transmission Revenues $14 million $13 - $15 million $13 - $15 million Pre-Tax Return on Utility-Owned Solar Investments $2 million $1 million $4 - $5 million Capital Lease Amortization Expense $15 million $16 million $6 million Capital Lease Interest Expense $ 25 million $10 million $4 million * 2015 assumes Springerville Unit 1 and Gila River transactions are completed on or before Jan. 1, 2015, and the purchase of Springerville Coal Handling Facilities Lease in Apr. 2015.

2014-2015 Annual Earnings Sensitivities 11 2014-2015 Annual Sensitivities Pre-Tax (millions) After-Tax (millions) Per Diluted Share 1% Change in TEP Retail Energy Sales $6.0 $3.6 +/-$0.08 $5 / MWh Change in Wholesale Power Prices – Salt River Project Contract $2.5 $1.6 +/- $0.03 1% Change in UNS Consolidated Base O&M $2.8 $1.8 +/- $0.04 1% Increase in Rate on TEP's Un-hedged Long-Term Variable Rate Debt ($215 million outstanding at 9/30/13 of which $50 million is hedged) ($1.7) ($1.0) ($0.02)