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): April 11, 2007

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 2.01 Completion of Acquisition or Disposition of Assets.

On April 11, 2007, Consumers Energy Company ("Consumers"), a wholly owned subsidiary of CMS Energy Corporation ("CMS Energy"), completed the previously announced sale of its 798 megawatt Palisades Nuclear Power Station located in Covert Township, Michigan. Entergy Nuclear Palisades, LLC, an indirect wholly owned subsidiary of Entergy Corporation, was the buyer. The purchase price was approximately $380 million of which Consumers received $364 million after certain purchase price adjustments.

See the News Release dated April 11, 2007, which is attached as Exhibit 99.1, for additional information.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

99.1 News Release dated April 11, 2007

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” each found in the MANAGEMENT’S DISCUSSION AND ANALYSIS sections of CMS Energy’s Form 10-K and Consumers’ Form 10-K for the Year Ended December 31, 2006 (CMS Energy’s and Consumers’ “FORWARD-LOOKING STATEMENTS AND INFORMATION” and “RISK FACTORS” sections are incorporated herein by reference), that discuss important factors that could cause CMS Energy’s and Consumers’ 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
April 16, 2007	By:	Thomas J. Webb
		Name: Thomas J. Webb
		Title: Executive Vice President and Chief Financial Officer

	Consumers Energy Company
April 16, 2007	By:	Thomas J. Webb
		Name: Thomas J. Webb
		Title: Executive Vice President and Chief Financial Officer

Exhibit Index

Exhibit No.	Description
99.1	News Release dated April 11, 2007

EX-99.1

Exhibit 99.1

News

Release

Date:		April 11, 2007
Contact:	Entergy Nuclear		Consumers Energy
	Jim Steets (News Media)		Jeff Holyfield (News Media)
	(914) 272-3545 (offices)			(517) 788-2394
	(914) 671-0457 (cell)		jlholyfield@cmsenergy.com
	jsteets@entergy.com			—
			Tim Kohlitz or Phil
			McAndrews (Investor
			Relations)
				(517) 788-2590
			Invstrel@cmsenergy.com

Entergy and Consumers Energy Announce Closing of Palisades Nuclear Energy Plant Transaction

New York, NY—Entergy Corporation (NYSE: ETR) and Consumers Energy, the principal subsidiary of CMS Energy (NYSE: CMS), announced today the completion of the previously announced purchase by Entergy of the 798-megawatt Palisades Nuclear Plant, near South Haven, Michigan for $380 million.

As part of the purchase, Entergy will sell 100 percent of the plant’s output, up to its current 798 megawatts, back to Consumers Energy for 15 years at a price

that retains the benefits of the low-cost nuclear generation for Consumers Energy’s 1.8 million electric customers.

-More-

Said Entergy Nuclear President and Chief Nuclear Officer Michael R. Kansler, “Entergy Nuclear has a strong track record of generating safe, clean, reliable, and low-cost energy across the Southern and Northeastern United States. Now that Palisades is part of Entergy’s nuclear fleet, we look forward to bringing our track record to Michigan and continuing Entergy’s strong tradition as a good employer and community partner that our customers, local communities and employees expect and deserve.”

The transfer in ownership was reviewed by the Nuclear Regulatory Commission (NRC), the Michigan Public Service Commission (MPSC), U.S. Department of Justice (USDOJ), the Federal Trade Commission (FTC), and the Federal Energy Regulatory Commission (FERC).

David Joos, CMS Energy’s president and chief executive officer, said Consumers Energy’s 1.8 million customers will benefit from the sale and the 15-year contract for the plant’s electrical output.

“Palisades will continue to provide the benefits of low-cost nuclear generation to Consumers Energy’s customers.  Plus, net proceeds from the sale will be used to provide $255 million in bill credits to customers over the next 18 months, as ordered by the Michigan Public Service Commission.  Together, this sale and power contract provide significant benefits to customers.  Entergy is one of the premier operators of nuclear energy plants in the country and able to continue the long tradition of safe, reliable and economic production from the Palisades plant,” said Joos.

-More-

The transaction includes the transfer of the Big Rock Point Independent Spent Fuel Storage Installation to Entergy.

With the addition of Palisades, Entergy – the nation’s second largest nuclear power company – owns and manages 11 nuclear generating power plants and manages a 12^th for the State of Nebraska. On January 18, Palisades was granted a 20-year renewal of its operating license by the Nuclear Regulatory Commission. Its current operating license now expires in 2031.

About Entergy Corporation

Entergy Corporation, headquartered in New Orleans, La., is an integrated energy company engaged primarily in electric power production and retail distribution operations. Entergy owns and operates power plants with approximately 30,000 megawatts of electric generating capacity. Entergy Nuclear, its nuclear businesses headquartered in Jackson, Miss., is the second-largest nuclear power operator in the United States and the largest in the Northeast. Entergy delivers electricity to 2.6 million utility customers in Arkansas, Louisiana, Mississippi and Texas. Entergy has annual revenues of more than $10 billion and approximately 14,000 employees. Additional information regarding the transaction is available in Entergy’s investor release dated July 12, 2006, on Entergy’s investor relations website at http://www.shareholder.com/entergy/publications.cfm. For more information, please visit www.entergy-nuclear.com.

About CMS Energy

CMS Energy is a Michigan-based company that has as its primary business operations an electric and natural gas utility, natural gas pipeline systems, and independent power generation. For more information, please visit www.consumersenergy.com.