-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LsSaLk7dWJba40UVn74fGJ/P/I2MAsgFKGs8UBdrlgEL794wdTov6pKI7rZQX1Ge uvJRcwhUoJCPlKryR8xY+Q== 0000788784-02-000082.txt : 20020730 0000788784-02-000082.hdr.sgml : 20020730 20020730164121 ACCESSION NUMBER: 0000788784-02-000082 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20020729 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: FILED AS OF DATE: 20020730 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUBLIC SERVICE ENTERPRISE GROUP INC CENTRAL INDEX KEY: 0000788784 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 222625848 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09120 FILM NUMBER: 02714951 BUSINESS ADDRESS: STREET 1: CORPORATE ACCOUNTING SERVICES STREET 2: 80 PARK PLAZA, 9TH FLOOR CITY: NEWARK STATE: NJ ZIP: 07102-4194 BUSINESS PHONE: 973-430-7000 MAIL ADDRESS: STREET 1: CORPORATE ACCOUNTING SERVICES STREET 2: 80 PARK PLAZA, 9TH FLOOR CITY: NEWARK STATE: NJ ZIP: 07102-4194 8-K 1 pseg-8k_certifications.txt PSEG FORM 8K - CERTIFICATIONS ================================================================================ 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 29, 2002 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED -------------------------------------------- (Exact name of registrant as specified in its charter) State of New Jersey 001-09120 22-2625848 -------------------- ------------------------ ------------------- (State or other (Commission File Number) (I.R.S. Employer jurisdiction of Identification No.) incorporation) 80 Park Plaza, P.O. Box 1171 Newark, New Jersey 07101-1171 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 973-430-7000 http://www.pseg.com (Registrant's internet address) ================================================================================ Item 9. Regulation FD - --------------------- This Form 8-K is being filed by Public Service Enterprise Group Incorporated (PSEG) in order to comply with Regulation FD. PSEG Executives File Required Certifications with Securities and Exchange Commission - -------------------------------------------------------------------------------- E. James Ferland, the Chairman of the Board and Chief Executive Officer, and Thomas M. O'Flynn, the Executive Vice President and Chief Financial Officer of PSEG filed the statements required by Order 4-460 with the Securities and Exchange Commission on July 29, 2002 affirming, to the best of their knowledge, the accuracy of certain corporate disclosures in 2002. Copies of the certifications are attached hereto as Exhibit 99 and Exhibit 99.1. Item 7. Financial Statements and Exhibits - ----------------------------------------- Exhibit Designation Nature of Exhibit ------------------- ---------------------------------------------------- 99 Statement Under Oath Of Principal Executive Officer Regarding Facts and Circumstances Relating to Exchange Act Filings filed by E. James Ferland on July 29, 2002 99.1 Statement Under Oath Of Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings filed by Thomas M. O'Flynn on July 29, 2002 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 thereunto duly authorized. PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED (Registrant) By: R. EDWIN SELOVER -------------------------------------------- R. Edwin Selover Senior Vice President and General Counsel Date: July 30, 2002 EX-99 3 pseg-730028kex99_ejf.txt PSEG - FERLAND STATEMENT EXHBIT 99 Statement Under Oath Of Principal Executive Officer Regarding Facts And Circumstances Relating To Exchange Act Filings I, E. JAMES FERLAND, Chairman of the Board, President and Chief Executive Officer of Public Service Enterprise Group Incorporated ("PSEG"), state and attest that: 1. To the best of my knowledge, based upon a review of the covered reports of PSEG, and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). 2. I have reviewed the contents of this statement with PSEG's Audit Committee. 3. In this statement under oath, each of the following is a "covered report": o Most recent Annual Report on Form 10-K for the year ended December 31, 2001, filed March 4, 2002; o All reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of PSEG filed with the Securities and Exchange Commission subsequent to the filing of the Form 10-K identified above, specifically: o Quarterly Report on Form 10-Q for the quarter ended March 31, 2002, filed May 15, 2002; o Quarterly Report on Form 10-Q for the quarter ended June 30, 2002, filed July 29, 2002; o Current Reports on Form 8-K filed April 16, 2002, July 11, 2002 and July 17, 2002; and o Definitive Notice of Annual Meeting of Stockholders to be held April 16, 2002 and Proxy Statement dated March 1, 2002 and filed March 6, 2002; o Any amendments to any of the foregoing, specifically: o Amended Quarterly Report on Form 10-Q/A for the quarter ended March 31, 2002, filed July 29, 2002; and o Amended Current Report on Form 8-K/A, filed July 29, 2002, amending Form 8-K filed July 17, 2002. Subscribed and sworn to before me this 29th day of July, 2002 /s/ E. JAMES FERLAND /s/ JACQUELYN E. COYLE - -------------------------- ------------------------------------ E. JAMES FERLAND Notary Public of New Jersey My Commission Expires: July 22, 2007 (SEAL) Date: July 29, 2002 EX-99 4 pseg-730028kex99_1tmo.txt PSEG - O'FLYNN STATEMENT EXHIBIT 99.1 Statement Under Oath Of Principal Financial Officer Regarding Facts And Circumstances Relating To Exchange Act Filings I, THOMAS M. O'FLYNN, Executive Vice President and Chief Financial Officer of Public Service Enterprise Group Incorporated ("PSEG"), state and attest that: 1. To the best of my knowledge, based upon a review of the covered reports of PSEG, and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). 2. I have reviewed the contents of this statement with the Company's Audit Committee. 3. In this statement under oath, each of the following is a "covered report": o Most recent Annual Report on Form 10-K for the year ended December 31, 2001, filed March 4, 2002; o All reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of PSEG filed with the Securities and Exchange Commission subsequent to the filing of the Form 10-K identified above, specifically: o Quarterly Report on Form 10-Q for the quarter ended March 31, 2002, filed May 15, 2002; o Quarterly Report on Form 10-Q for the quarter ended June 30, 2002, filed July 29, 2002; o Current Reports on Form 8-K filed April 16, 2002, July 11, 2002 and July 17, 2002; and o Definitive Notice of Annual Meeting of Stockholders to be held April 16, 2002 and Proxy Statement dated March 1, 2002 and filed March 6, 2002; o Any amendments to any of the foregoing, specifically: o Amended Quarterly Report on Form 10-Q/A for the quarter ended March 31, 2002, filed July 29, 2002; and o Amended Current Report on Form 8-K/A, filed July 29, 2002, amending Form 8-K filed July 17, 2002. Subscribed and sworn to before me this 29th day of July, 2002 /s/ THOMAS M. O'FLYNN /s/ JACQUELYN E. COYLE - --------------------------------- ------------------------------------- THOMAS M. O'FLYNN Notary Public of New Jersey My Commission Expires: July 22, 2007 (SEAL) Date: July 29, 2002 -----END PRIVACY-ENHANCED MESSAGE-----