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 3, 2003 Commission Registrant; State of Incorporation; IRS Employer File Number Address; and Telephone Number Identification Number ----------- ----------------------------------- --------------------- 1-13739 UNISOURCE ENERGY CORPORATION 86-0786732 (An Arizona Corporation) One South Church, Suite 100 Tucson, AZ 85701 (520) 571-4000 1-5924 TUCSON ELECTRIC POWER COMPANY 86-0062700 (An Arizona Corporation) One South Church, Suite 100 Tucson, AZ 85701 (520) 571-4000 Item 5. Other Events -------------------- On July 3, 2003, the Arizona Corporation Commission (ACC) approved the planned acquisition by UniSource Energy of the Arizona gas and electric assets from Citizens Communications, Inc. (Citizens) and the Settlement Agreement (Citizens Settlement Agreement), subject to certain terms and requirements. The acquisition is expected to occur on or about July 28, 2003. The acquisition has not yet been approved by the Securities and Exchange Commission. The Citizens Settlement Agreement was described in UniSource Energy's and Tucson Electric Power Company's (TEP) Form 8-K dated April 1, 2003, and filed as an exhibit thereto. The order approved the acquisition on the terms of the Citizens Settlement Agreement, with the following amendments: 1) UniSource Energy shall commence renegotiation of the existing purchased power agreement with Pinnacle West Capital Corporation, and 90% of any savings associated with the renegotiated contract shall be allocated to ratepayers and 10% to shareholders (changed from a 60/40 allocation). 2) A general rate case for UniSource Energy's proposed electric and gas operating company subsidiaries shall not be filed for a period of at least three years and the resulting rate increase shall not be become effective prior to August 1, 2007. 3) Within 120 days of the effective date of the decision, UniSource Energy shall file a plan to open the electric service territories to retail competition by December 31, 2003. Item 7. Financial Statements and Exhibits ----------------------------------------- Exhibit 99 ACC Order Approving the Settlement Agreement - UniSource Energy Corporation's Acquisition of Citizens Communication Company's Gas and Electric Utility Assets. 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. The signature for each undersigned company shall be deemed to relate only to matters having reference to such company or its subsidiary. UNISOURCE ENERGY CORPORATION ---------------------------- (Registrant) Date: July 10, 2003 /s/ Kevin P. Larson ------------------------------- Kevin P. Larson Vice President and Principal Financial Officer TUCSON ELECTRIC POWER COMPANY ----------------------------- (Registrant) Date: July 10, 2003 /s/ Kevin P. Larson ------------------------------- Kevin P. Larson Vice President and Principal Financial Officer 3