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): December 5, 2005

CMS Energy Corporation
__________________________________________
(Exact name of registrant as specified in its charter)

Michigan	001-09513	38-2726431
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
One Energy Plaza, Jackson, Michigan		49201
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 517-788-0550

Not Applicable
______________________________________________
Former name or former address, if changed since last report

Consumers Energy Company
__________________________________________
(Exact name of registrant as specified in its charter)

Michigan	001-05611	38-0442310
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
One Energy Plaza, Jackson, Michigan		49201
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 517-788-0550

n/a
______________________________________________
Former name or former address, if changed since last report

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:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

On December 5, 2005, CMS Energy Corporation ("CMS Energy") issued a News Release in which it announced that its Michigan utility subsidiary, Consumers Energy Company, plans to sell the Palisades nuclear power plant in a competitive bidding process. Attached as Exhibit 99.1 to this report and incorporated herein by reference is a copy of the CMS Energy News Release, filed as a part of this report.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

99.1 CMS Energy News Release, dated December 5, 2005

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 RISK FACTORS” found in the MANAGEMENT’S DISCUSSION AND ANALYSIS sections of CMS Energy’s and Consumers Energy Company’s Forms 10-Q for the Quarter Ended September 30, 2005 (both incorporated herein by reference), that discuss important factors that could cause CMS Energy’s and Consumers Energy Company’s results to differ materially from those anticipated in such statements.

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 hereunto duly authorized.

	CMS Energy Corporation
December 5, 2005	By:	Thomas J. Webb
		Name: Thomas J. Webb
		Title: Executive Vice President and Chief Financial Officer

	Consumers Energy Company
December 5, 2005	By:	Thomas J. Webb
		Name: Thomas J. Webb
		Title: Executive Vice President and Chief Financial Officer

Exhibit Index

Exhibit No.	Description
99.1	CMS Energy News Release, dated December 5, 2005

EX-99.1

CMS ENERGY ANNOUNCES PLAN TO SELL
PALISADES NUCLEAR POWER PLANT

JACKSON, Mich., Dec. 5, 2005 – CMS Energy (NYSE: CMS) announced today that it plans to sell the Palisades nuclear power plant and will establish a competitive bid process expected to lead to a sale in 2007.

The process will include a long-term power purchase agreement with the new owner to retain the benefits of the low-cost nuclear generation for Consumers Energy’s 1.8 million electric customers.

The Palisades plant, located near South Haven, Mich., is the only operating nuclear plant owned by Consumers Energy, CMS Energy’s principal subsidiary. It produces up to 798 megawatts, or about 18 percent of Consumers Energy’s electricity generating capacity. The plant currently is licensed to operate until 2011. The Company has filed with the U.S. Nuclear Regulatory Commission (NRC) seeking to renew the license for 20 additional years.

David Joos, CMS Energy’s president and chief executive officer, said the decision to sell the plant reflects the current realities in the nuclear power marketplace.

“Ownership of nuclear power plants is consolidating as companies with multiple nuclear units are able to share operating practices, experience, and resources and benefit from economies of scale,” Joos said. “Though we’ve seen great improvements at Palisades since turning over operations to the Nuclear Management Company in 2000, NMC has shrunk as other member utilities have sold their plants, and we believe our best course of action is to sell Palisades.”

Joos emphasized that Palisades will be sold only if a satisfactory bid is made. “We will sell Palisades only if it makes sense for the Company and its customers,” he said. “We expect a high level of interest in Palisades and we’re optimistic that we’ll see some attractive bids.”

Concentric Energy Advisors (CEA) has been retained to serve as the auction manager and financial adviser for the sale of Palisades. CEA will provide strategic support throughout the transaction and regulatory approval process.

The NRC will have to approve the transfer of the plant’s operating license to a new owner. The Federal Energy Regulatory Commission and the Michigan Public Service Commission (MPSC) also will review various elements of any sale. The MPSC also will have an ongoing role in approving any power supply agreements resulting from the sale.

CMS Energy is an integrated energy company, which has as its primary business operations an electric and natural gas utility, natural gas pipeline systems, and independent power generation.

# # #

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