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) July 28, 2010

Commission	Registrant; State of Incorporation;	IRS Employer
File Number	Address; and Telephone Number	Identification No.
1-9513	CMS ENERGY CORPORATION	38-2726431
	(A Michigan Corporation)
	One Energy Plaza
	Jackson, Michigan 49201
	(517) 788-0550
1-5611	CONSUMERS ENERGY COMPANY	38-0442310
	(A Michigan Corporation)
	One Energy Plaza
	Jackson, Michigan 49201
	(517) 788-0550

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:

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

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

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

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

TABLE OF CONTENTS

EX-99.1

Item 2.02. Results of Operations and Financial Condition.

On July 28, 2010, CMS Energy Corporation (“CMS Energy”) issued a News Release in which it announced its results for the second quarter of 2010 and reaffirmed its guidance for 2010 adjusted earnings. Attached as Exhibit 99.1 to this report and incorporated herein by reference is a copy of the CMS Energy News Release, furnished as a part of this report.

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1 CMS Energy News Release dated July 28, 2010

This Form 8-K contains “forward-looking statements” as defined in Rule 3b-6 of the Securities Exchange Act of 1934, as amended, Rule 175 of the Securities Act of 1933, as amended, and relevant legal decisions. The forward-looking statements are subject to risks and uncertainties. They should be read in conjunction with “FORWARD-LOOKING STATEMENTS AND INFORMATION” and “RISK FACTORS” sections of CMS Energy Corporation’s (“CMS Energy”) Form 10-K and Consumers Energy Company’s (“Consumers Energy”) Form 10-K each for the Year Ended December 31, 2009 and as updated in CMS Energy’s and Consumers Energy’s Forms 10-Q for the Quarter Ended March 31, 2010. CMS Energy’s and Consumers Energy’s “FORWARD-LOOKING STATEMENTS AND INFORMATION” and “RISK FACTORS” sections are incorporated herein by reference and discuss important factors that could cause CMS Energy’s and Consumers Energy’s results to differ materially from those anticipated in such statements.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.

		CMS ENERGY CORPORATION
Dated: July 28, 2010	By:	/s/ Thomas J. Webb
		Thomas J. Webb
		Executive Vice President and Chief Financial Officer
		CONSUMERS ENERGY COMPANY
Dated: July 28, 2010	By:	/s/ Thomas J. Webb
		Thomas J. Webb
		Executive Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit
Number	Description of Document
99.1	CMS Energy News Release dated July 28, 2010

EX-99.1

CMS ENERGY ANNOUNCES SECOND QUARTER NET INCOME OF $80 MILLION,
OR $0.32 PER SHARE, AND AFFIRMS ADJUSTED EARNINGS GUIDANCE

          JACKSON, Mich., July 28, 2010 — CMS Energy announced today reported net income of $80 million, or $0.32 per share, for the second quarter of 2010 compared to reported net income of $75 million, or $0.32 per share, in the same quarter of 2009.

          The company’s second quarter adjusted (non-Generally Accepted Accounting Principles) net income, which excludes the effects of legacy issues associated with previously sold assets and certain other items, was $65 million, or $0.26 per share. In the second quarter of 2009, the company had adjusted net income of $67 million, or $0.28 per share.

          For the first six months of 2010, CMS Energy had reported net income of $165 million, or $0.67 per share, compared to reported net income of $145 million, or $0.62 per share, for the first half of 2009. The 2010 earnings per share reflect the impact of additional assumed shares outstanding to meet potential conversions of convertible securities, as required by accounting rules.

          On an adjusted basis, the company had net income of $158 million, or $0.64 per share, for the first half of 2010, compared to adjusted net income of $138 million, or $0.59 per share for the first six months of 2009.

          CMS Energy reaffirmed its guidance for 2010 adjusted earnings of about $1.35 per share. Reported earnings could vary because of several factors such as legacy issues associated with previously sold assets. Because of those uncertainties, the company isn’t providing reported earnings guidance.

          John Russell, the president and chief executive officer of CMS Energy, said the second quarter results reflected strong operational performance at the company’s principal subsidiary, Consumers Energy, a Michigan electric and natural gas utility.

          “We are maintaining our focus on providing customers with safe, reliable and affordable service and we continue to tightly manage our costs to help create energy value for customers,” Russell said.

          In reviewing recent major events, Russell noted Consumers Energy has:

• Deferred development of an 830-megawatt clean coal power plant, primarily because of reduced customer demand for electricity due to the recession, forecasted lower natural gas prices, and excess generating capacity in the Midwest.

• Reached agreements with the Utility Workers Union of America on new five-year labor contracts that cover nearly 3,000 operating, maintenance, and construction employees and about 350 call center customer service representatives.

• Signed contracts with independent developers for more than 240 megawatts of new Michigan-based renewable energy capacity. The contracts have been submitted for approval to the Michigan Public Service Commission.

• Also signed a contract with Vestas-American Wind Technology to supply 56 wind turbine generators for Consumers Energy’s Lake Winds Energy Park. The 100 megawatt wind park is scheduled to begin operation in late 2012.

          Russell pointed out that the renewable energy contracts are part of the company’s continuing implementation of its Balanced Energy Initiative, a comprehensive plan to meet the power needs of the utility’s 1.8 million electric customers over the next 20 years.

          “Our Balanced Energy Initiative includes more than doubling the amount of renewable energy that we supply to customers and continuing our successful energy efficiency programs that are helping customers save energy,” Russell said.

          “Consumers Energy already is Michigan’s largest supplier of renewable energy, with 4 percent of the electricity that we supply to customers today coming from renewable sources. By the end of 2012, including the addition of our Lake Winds Energy Park, we project that Michigan-based renewable sources will provide about 8 percent of the power that our customers need.”

          CMS Energy (NYSE: CMS) is a Michigan-based company that has an electric and natural gas utility, Consumers Energy, as its primary business and also owns and operates independent power generation businesses.

# # #

CMS Energy provides financial results on both a reported (Generally Accepted Accounting Principles) and adjusted (non-GAAP) basis. Management views adjusted earnings as a key measure of the company’s present operating financial performance, unaffected by discontinued operations, asset sales, impairments, or other items detailed in the attached summary financial statements. Certain contingent obligations arising in connection with previously disposed assets or discontinued operations have the potential to impact, favorably or unfavorably, the company’s reported earnings in 2010.

This news release contains “forward-looking statements” as defined in Rule 3b-6 of the Securities Exchange Act of 1934, as amended, Rule 175 of the Securities Act of 1933, as amended, and relevant legal decisions. The forward-looking statements are subject to risks and uncertainties. They should be read in conjunction with “FORWARD-LOOKING STATEMENTS AND INFORMATION” and “RISK FACTORS” sections of CMS Energy’s Form 10-K and Consumers Energy’s Form 10-K each for the Year Ended December 31, 2009 and as updated in CMS Energy’s and Consumers Energy’s Forms 10-Q for the Quarter Ended March 31, 2010.

CMS Energy’s and Consumers Energy’s “FORWARD-LOOKING STATEMENTS AND INFORMATION” and “RISK FACTORS” sections are incorporated herein by reference and discuss important factors that could cause CMS Energy’s and Consumers Energy’s results to differ materially from those anticipated in such statements.

For more information on CMS Energy, please visit our web site at: www.cmsenergy.com

Media Contacts: Jeff Holyfield, 517/788-2394 or Dan Bishop, 517/788-2395

Investment Analyst Contact: CMS Energy Investor Relations, 517/788-2590

CMS Energy Corporation

SUMMARIZED CONSOLIDATED STATEMENTS OF INCOME

(In Millions, Except Per Share Amounts)

	Second Quarter					First Half
	(Unaudited)					(Unaudited)
	2010			2009		2010			2009
Operating Revenue	$	1,340		$	1,225	$	3,307		$	3,329
Operating Expenses		1,078			1,075		2,806			2,969
Operating Income	$	262		$	150	$	501		$	360
Other Income		14			42		30			56
Interest Charges		117			105		222			204
Income before Income Taxes	$	159		$	87	$	309		$	212
Income Tax Expense		59			32		120			82
Income from Continuing Operations	$	100		$	55	$	189		$	130
Income (Loss) from Discontinued Operations		(16	)		25		(17	)		24
Net Income		84			80		172			154
Income Attributable to Noncontrolling Interests		2			2		2			3
Net Income Attributable to CMS Energy	$	82		$	78	$	170		$	151
Preferred Dividends		2			3		5			6
Net Income Available to Common Stockholders	$	80		$	75	$	165		$	145
Income Per Share
Basic	$	0.35		$	0.33		0.72		$	0.64
Diluted		0.32			0.32		0.67			0.62

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CMS Energy Corporation

SUMMARIZED CONSOLIDATED BALANCE SHEETS

(In Millions)

	June 30		December 31
	2010		2009
	(Unaudited)
Assets
Cash and cash equivalents	$	536	$	90
Restricted cash and cash equivalents		22		32
Other current assets		2,063		2,620
Total current assets	$	2,621	$	2,742
Plant, property & equipment		9,804		9,682
Non-current assets		2,626		2,832
Total Assets	$	15,051	$	15,256
Stockholders’ Investment and Liabilities
Current liabilities	$	1,083	$	1,220
Non-current liabilities		4,243		4,272
Capitalization
Debt and capital and finance leases (*)
Long-term debt and capital leases (excluding FIN 46 debt, non-recourse debt, finance leases and securitization debt)		6,197		6,225
FIN 46 debt, non-recourse debt and finance leases		309		358
Total debt and capital and finance leases		6,506		6,583
Preferred stock		239		239
Noncontrolling interests		45		97
Common stockholders’ equity		2,709		2,602
Total capitalization	$	9,499	$	9,521
Securitization debt		226		243
Total Stockholders’ Investment and Liabilities	$	15,051	$	15,256

(*) Current and long-term

CMS Energy Corporation

SUMMARIZED STATEMENTS OF CASH FLOWS

(In Millions)

	First Half
	(Unaudited)
	2010			2009
Beginning of Period Cash	$	90		$	207
Cash provided by operating activities	$	1,048		$	800
Cash used in investing activities		(490	)		(433	)
Cash flow from operating and investing activities	$	558		$	367
Cash (used in) provided by financing activities		(111	)		445
Changes in cash included in assets held for sale		(1	)		4
Total Cash Flow	$	446		$	816
End of Period Cash	$	536		$	1,023

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CMS Energy Corporation
SUMMARY OF CONSOLIDATED EARNINGS
Reconciliations of GAAP Net Income to Non-GAAP Adjusted Net Income
(In Millions, Except Per Share Amounts)

	Second Quarter						First Half
	(Unaudited)						(Unaudited)
	2010			2009			2010			2009
Net Income Available to Common Stockholders	$	80		$	75		$	165		$	145
Reconciling Items:
Discontinued Operations (Income) Loss		16			(25	)		17			(24	)
Downsizing Program		—			—			6			—
Asset Sales (Gains) Losses and Other		(31	)		17			(30	)		17
Adjusted Net Income — Non-GAAP Basis	$	65		$	67		$	158		$	138
Average Number of Common Shares Outstanding
Basic		228			227			228			227
Diluted		248			235			248			234
Basic Earnings Per Average Common Share
Net Income Per Share as Reported	$	0.35		$	0.33		$	0.72		$	0.64
Reconciling Items:
Discontinued Operations (Income) Loss		0.07			(0.11	)		0.08			(0.11	)
Downsizing Program		—			—			0.03			—
Asset Sales (Gains) Losses and Other		(0.14	)		0.07			(0.14	)		0.08
Adjusted Net Income — Non-GAAP Basis	$	0.28		$	0.29		$	0.69		$	0.61
Diluted Earnings Per Average Common Share
Net Income Per Share as Reported	$	0.32		$	0.32		$	0.67		$	0.62
Reconciling Items:
Discontinued Operations (Income) Loss		0.07			(0.11	)		0.07			(0.10	)
Downsizing Program		—			—			0.03			—
Asset Sales (Gains) Losses and Other		(0.13	)		0.07			(0.13	)		0.07
Adjusted Net Income — Non-GAAP Basis	$	0.26		$	0.28		$	0.64		$	0.59

Note: Management views adjusted (non-Generally Accepted Accounting Principles) earnings as a key measure of the Company’s present operating financial performance, unaffected by discontinued operations, asset sales, impairments, or other items detailed in these summary financial statements.

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