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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: August 12, 2002
| Commission File Number |
Exact name of registrant as specified in its charter and principal office address and telephone number |
State of Incorporation |
I.R.S. Employer ID. Number |
|||
1-14514 |
Consolidated Edison, Inc. 4 Irving Place, New York, New York 10003 (212) 460-4600 |
New York |
13-3965100 |
INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 9. REGULATION FD DISCLOSURE
On August 12, 2002, the principal executive officer and principal financial officer of Consolidated Edison, Inc. each delivered to the Securities and Exchange Commission a statement in writing, under oath, in the form of Exhibit A to the Commission's Order No. 4-460. The material attached hereto as Exhibits 99.1 and 99.2, which is incorporated in this Item 9 by reference thereto, is furnished pursuant to Regulation FD.
2
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.
| CONSOLIDATED EDISON, INC. | ||||
By |
||||
| /s/ JOAN S. FREILICH Joan S. Freilich Executive Vice President and Chief Financial Officer |
||||
DATE: August 12, 2002
3
| Exhibit |
Description |
|
|---|---|---|
99.1 |
Statement Under Oath of Principal Executive Officer Regarding Facts and Circumstances Relating to Exchange Act Filings. |
|
99.2 |
Statement Under Oath of Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings. |
4
INFORMATION TO BE INCLUDED IN THE REPORT
SIGNATURE
Index to Exhibits
Exhibit 99.1
| Exhibit A (Corrected) |
OMB Number: 3235-0569 Expires: January 31, 2003 |
Statement Under Oath of Principal Executive Officer and Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings
I, Eugene R. McGrath, principal executive officer, state and attest that:
- (1)
- To
the best of my knowledge, based upon a review of the covered reports of Consolidated Edison, Inc., and, except as corrected or supplemented in a subsequent covered report:
- •
- 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
- •
- 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, if filed on or before the date of this statement, is a "covered report":
- •
- the
Annual Report on Form 10-K for the year ended December 31, 2001 of Consolidated Edison, Inc.;
- •
- all
reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Consolidated
Edison, Inc. filed with the Commission subsequent to the filing of the Form 10-K identified above; and
- •
- any amendments to any of the foregoing.
| /s/ EUGENE R. MCGRATH Eugene R. McGrath August 12, 2002 |
Subscribed and sworn to before me this 12th day of August 2002 |
|
/s/ PETER J. BARRETT Peter J. Barrett Notary Public, State of New York No. 02BA4973207 Qualified in Westchester County Commission Expires: October 15, 2002 |
Exhibit 99.2
| Exhibit A (Corrected) |
OMB Number: 3235-0569 Expires: January 31, 2003 |
Statement Under Oath of Principal Executive Officer and Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings
I, Joan S. Freilich, principal financial officer, state and attest that:
- (1)
- To
the best of my knowledge, based upon a review of the covered reports of Consolidated Edison, Inc., and, except as corrected or supplemented in a subsequent covered report:
- •
- 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
- •
- 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, if filed on or before the date of this statement, is a "covered report":
- •
- the
Annual Report on Form 10-K for the year ended December 31, 2001 of Consolidated Edison, Inc.;
- •
- all
reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Consolidated
Edison, Inc. filed with the Commission subsequent to the filing of the Form 10-K identified above; and
- •
- any amendments to any of the foregoing.
| /s/ JOAN S. FREILICH Joan S. Freilich August 12, 2002 |
Subscribed and sworn to before me this 12th day of August 2002 |
|
/s/ PETER J. BARRETT Peter J. Barrett Notary Public, State of New York No. 02BA4973207 Qualified in Westchester County Commission Expires: October 15, 2002 |