-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, iCsMLh7D+Ud/7fld8UaIoIH0Rltg+PnYVP+TBFmbK6uL2rwTTPdFvQ4Lg+TmS+fS T2D3pvZXhckMRiIxNCKsNA== 0000018540-95-000098.txt : 199506290000018540-95-000098.hdr.sgml : 19950629 ACCESSION NUMBER: 0000018540-95-000098 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19950609 ITEM INFORMATION: Other events FILED AS OF DATE: 19950628 SROS: CSE SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTRAL & SOUTH WEST CORP CENTRAL INDEX KEY: 0000018540 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 510007707 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-01443 FILM NUMBER: 95549874 BUSINESS ADDRESS: STREET 1: 1616 WOODALL RODGERS FRWY CITY: DALLAS STATE: TX ZIP: 75202 BUSINESS PHONE: 2147541000 8-K 1 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): June 9, 1995 Commission Registrant, State of Incorporation, I.R.S. Employer File Number Address and Telephone Number Identification No. 1-1443 Central and South West Corporation 51-0007707 (A Delaware Corporation) 1616 Woodall Rodgers Freeway Dallas, TX 75202-1234 (214) 777-1000 ITEM 5. OTHER EVENTS CENTRAL AND SOUTH WEST CORPORATION (CSW) AND EL PASO ELECTRIC COMPANY (EL PASO) LITIGATION Recent Developments On June 9, 1995, following CSW's notification that it was terminating its proposed merger with El Paso and withdrawing the Modified Third Amended Plan of Reorganization, El Paso filed suit (El Paso Suit) against CSW in state district court in El Paso, Texas. El Paso's suit seeks a $25 million termination fee from CSW, CSW's share of certain costs related to the Modified Third Amended Plan and additional unspecified damages. On June 15, 1995, CSW filed suit against El Paso in the United States Bankruptcy Court in Austin, Texas seeking a $25 million termination fee from El Paso due to El Paso's breach of the companies' terminated merger agreement, at least $3.6 million in rate case expenses incurred by CSW on behalf of El Paso related to state regulatory merger proceedings and a declaratory judgment that CSW properly terminated the agreement. CSW also removed the El Paso Suit from state district court to the United States Bankruptcy Court in El Paso, Texas and requested that the action be transferred to the United States Bankruptcy Court in Austin, Texas (the bankruptcy court that has jurisdiction over El Paso's bankruptcy case). Background Information For background information and earlier developments related to the proposed merger with El Paso, reference is made to CSW's 1994 Annual Report on Form 10-K, Quarterly Report on Form 10-Q for the quarter ended March 31, 1995, Current Report on Form 8-K dated May 23, 1995 and the documents referenced therein. For information related to the termination of the proposed merger, reference is made to CSW's Current Report on Form 8-K dated and filed June 9, 1995 and the documents referenced therein. 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. CENTRAL AND SOUTH WEST CORPORATION Date: June 28, 1995 By: /s/ Wendy G. Hargus Wendy G. Hargus Controller -----END PRIVACY-ENHANCED MESSAGE-----