Amendment No. 1 to Form 10-K
UNITED
STATES
SECURITIES
AND
EXCHANGE COMMISSION
Washington,
D.C.
20549
FORM
10-K/A
Amendment
No.
1
(Mark
One)
[
X ] ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
For
the fiscal year
ended December 31, 2006
OR
[ ] TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
For
the transition
period from
to .
Commission
File
Number
|
Registrant;
State of Incorporation;
Address;
and Telephone Number
|
IRS
Employer
Identification
Number
|
|
|
|
1-13739
|
UNISOURCE
ENERGY CORPORATION
(An
Arizona
Corporation)
One
South
Church Avenue, Suite 100
Tucson,
AZ
85701
(520)
571-4000
|
86-0786732
|
|
|
|
1-5924
|
TUCSON
ELECTRIC POWER COMPANY
(An
Arizona
Corporation)
One
South
Church Avenue, Suite 100
Tucson,
AZ
85701
(520)
571-4000
|
86-0062700
|
Securities
registered pursuant to Section 12(b) of the Act:
|
|
Registrant
|
Title
of Each Class
|
Name
of Each Exchange
on
Which Registered
|
|
|
|
UniSource
Energy Corporation
|
Common
Stock, no par value, and
Preferred
Share Purchase Rights
|
New
York
Stock Exchange
|
Securities
registered pursuant to Section 12(g) of the Act:
None
Indicate
by check
mark if the registrant is a well known seasoned issuer, as defined in Rule
405
of the
Securities Act.
UniSource
Energy
Corporation
Yes
X
No
_____
Tucson
Electric
Power Company Yes
____ No __X__
Indicate
by check
mark if the registrant is not required to file reports pursuant to Section
13 or
Section 15(d) of the Securities Act.
UniSource
Energy
Corporation Yes
____ No __X__
Tucson
Electric
Power Company Yes
X
No
_____
Indicate
by check
mark whether each registrant (1) has filed all reports required to be filed
by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements for the
past
90 days. Yes
X
No
_____
Indicate
by check
mark if disclosure of delinquent filers pursuant to Item 405 of Regulation
S-K
is not contained herein, and will not be contained, to the best of each
registrant’s knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this
Form 10-K. [ ]
Indicate
by check
mark whether the registrant is a large accelerated filer, an accelerated
filer
or a non-accelerated filer. See definition of “accelerated filer” and “large
accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):
UniSource
Energy
Corporation Large
Accelerated
Filer X Accelerated
Filer
Non-accelerated filer
Tucson
Electric
Power Company
Large
Accelerated
Filer Accelerated
Filer
Non-accelerated filer X
Indicate
by check
mark whether the registrant is a shell company (as defined in Rule 12b-2 of
the
Act).
UniSource
Energy
Corporation Yes
_____
No
X
Tucson
Electric
Power Company Yes
_____
No
X
The
aggregate
market value of UniSource Energy Corporation voting Common Stock held by
non-affiliates of the registrant was $1,055,512,081 based on the last reported
sale price thereof on the consolidated tape on June 30, 2006.
At
February 23, 2007, 35,256,170 shares of UniSource Energy Corporation Common
Stock, no par value (the only class of Common Stock), were
outstanding.
At
February 23, 2007, 32,139,434 shares of Tucson Electric Power Company’s common
stock, no par value, were outstanding, all of which were held by UniSource
Energy Corporation.
Documents
incorporated by reference: Specified portions of UniSource Energy Corporation’s
Proxy Statement relating to the 2007 Annual Meeting of Shareholders are
incorporated by reference into Part III.
Explanatory
Note
This
Amendment on
Form 10-K/A constitutes Amendment No. 1 to the Annual Report on Form 10-K
for
the year ended December 31, 2006 of UniSource Energy Corporation (UniSource
Energy) and Tucson Electric Power Company (TEP), which was originally filed
with
the Securities and Exchange Commission on February 28, 2007 (Initial Form
10-K).
This
Amendment is
being filed to amend UniSource Energy’s and TEP’s Initial Form 10-K to correct
the date on UniSource Energy’s and TEP’s signature pages to the Initial Form
10-K, which was inadvertently mistyped. Exhibits 31(a), (b), (c) and (d)
and
Exhibit 32, which were filed with the Initial Form 10-K, also contained the
same
typographical errors. Such exhibits, with corrected dates, are filed herewith.
This Form 10-K/A does not make any other changes to the Initial Form
10-K.
|
|
|
Page
|
(a) |
1.
|
Consolidated
Financial Statements as of December 31, 2006 and 2005
and
for Each
of the Three Years in the Period Ended December 31, 2006
|
|
|
|
|
|
|
|
UniSource
Energy Corporation |
|
|
|
Report
of Independent Registered Public Accounting Firm |
81
|
|
|
Consolidated
Statements of Income |
84
|
|
|
Consolidated
Statements of Cash Flows |
85
|
|
|
Consolidated
Balance Sheets |
86
|
|
|
Consolidated
Statements of Capitalization |
87
|
|
|
Consolidated
Statements of Changes in Stockholders' Equity |
88
|
|
|
Notes
to Consolidated Financial Statements |
94
|
|
|
|
|
|
|
Tucson
Electric Power Company |
|
|
|
Report
of Independent Registered Public Accounting Firm |
83
|
|
|
Consolidated
Statements of Income |
89
|
|
|
Consolidated
Statements of Cash Flows |
90
|
|
|
Consolidated
Balance Sheets |
91
|
|
|
Consolidated
Statements of Capitalization |
92
|
|
|
Consolidated
Statements of changes in Stockholder's Equity |
93
|
|
|
Notes
to Consolidated Financial Statements |
94
|
|
|
|
|
|
2. |
Financial
Statement Schedule |
|
|
|
Schedule
II |
|
|
|
Valuation and Qualifying Accounts |
164
|
|
|
|
|
|
Reference
to
Items 15(a)(1) and (2) are made to the page numbers of the Initial
Form
10-K.
|
|
|
|
|
|
3. |
Exhibits |
|
|
|
|
|
Reference
is
made to the Exhibit Index commencing on page 8 of this Form
10-K/A. |
|
Pursuant
to the
requirements of Section 13 and 15(d) 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.
UNISOURCE
ENERGY CORPORATION
Date: February
28,
2007 By:
/s/ Kevin
P.
Larson
Kevin
P.
Larson
Senior
Vice
President and Principal
Financial
Officer
Pursuant
to the
requirements of the Securities Exchange Act of 1934, this report has been
signed
below by the following persons on behalf of the registrant and in the capacities
and on the dates indicated.
Date: February
28,
2007
/s/
James
S.
Pignatelli*
James
S.
Pignatelli
Chairman
of the
Board, President and
Principal
Executive
Officer
Date: February
28,
2007 /s/ Kevin
P.
Larson
Kevin
P.
Larson
Principal
Financial
Officer
Date: February
28,
2007 /s/ Karen
G.
Kissinger*
Karen
G.
Kissinger
Principal
Accounting Officer
Date: February
28,
2007 /s/ Lawrence
J.
Aldrich*
Lawrence
J.
Aldrich
Director
Date: February
28,
2007 /s/ Barbara
Baumann*
Barbara
Baumann
Director
Date: February
28,
2007 /s/ Larry
W.
Bickle*
Larry
W.
Bickle
Director
Date: February
28,
2007 /s/
Elizabeth
T.
Bilby*
Elizabeth
T.
Bilby
Director
Date: February
28,
2007 /s/ Harold
W.
Burlingame*
Harold
W.
Burlingame
Director
Date: February
28,
2007 /s/ John
L.
Carter*
John L. Carter
Director
Date: February
28,
2007 /s/ Robert
A.
Elliott*
Robert
A.
Elliott
Director
Date: February
28,
2007 /s/ Daniel
W.L.
Fessler*
Daniel
W.L.
Fessler
Date: February
28,
2007 /s/
Kenneth
Handy*
Kenneth
Handy
Director
Date: February
28,
2007 /s/
Warren
Y.
Jobe*
Warren
Y.
Jobe
Director
Date: February
28,
2007 /s/
Joaquin
Ruiz*
Joaquin
Ruiz
Director
Date: February
28,
2007 By: /s/
Kevin
P.
Larson
Kevin
P.
Larson
As
attorney-in-fact
for each
of
the persons
indicated
SIGNATURES
Pursuant
to the
requirements of Section 13 and 15(d) 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.
TUCSON
ELECTRIC
POWER COMPANY
Date: February
28,
2007 By:
/s/
Kevin
P.
Larson
Kevin
P.
Larson
Senior
Vice
President and Principal
Financial
Officer
Pursuant
to the
requirements of the Securities Exchange Act of 1934, this report has been
signed
below by the following persons on behalf of the registrant and in the capacities
and on the dates indicated.
Date: February
28,
2007 /s/
James
S.
Pignatelli*
James
S.
Pignatelli
Chairman
of the
Board, President and
Principal
Executive
Officer
Date: February
28,
2007 /s/
Kevin
P.
Larson
Kevin
P.
Larson
Principal
Financial
Officer
Date: February
28,
2007 /s/
Karen
G.
Kissinger*
Karen
G.
Kissinger
Principal
Accounting Officer
Date: February
28,
2007 /s/
Lawrence
J.
Aldrich*
Lawrence
J.
Aldrich
Director
Date: February
28,
2007 /s/ Barbara
Baumann*
Barbara
Baumann
Director
Date: February
28,
2007 /s/ Larry
W.
Bickle*
Larry
W.
Bickle
Director
Date: February
28,
2007 /s/ Elizabeth
T.
Bilby*
Elizabeth
T.
Bilby
Director
Date: February
28,
2007 /s/
Harold
W.
Burlingame*
Harold
W.
Burlingame
Director
Date: February
28,
2007 /s/
John
L.
Carter*
John
L.
Carter
Director
Date: February
28,
2007 /s/
Robert
A.
Elliott*
Robert
A.
Elliott
Director
Date: February
28,
2007 /s/
Daniel
W.L.
Fessler*
Daniel
W.L.
Fessler
Date: February
28,
2007 /s/
Kenneth
Handy*
Kenneth
Handy
Director
Date: February
28,
2007 /s/
Warren
Y.
Jobe*
Warren
Y.
Jobe
Director
Date: February
28,
2007 /s/
Joaquin
Ruiz*
Joaquin
Ruiz
Director
Date: February
28,
2007 By:
/s/
Kevin
P.
Larson
Kevin
P.
Larson
As
attorney-in-fact
for each
of
the persons
indicated
**
Pursuant to Item 601(b)(32)(ii) of Regulation S-K, this certificate is not
being
“filed” for purposes of Section 18 of the Exchange Act of 1934, as
amended.