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): December 2, 2004
IRS Employer
Commission Registrant; State of Incorporation; Identification
File Number Address; and Telephone Number Number
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1-13739 UNISOURCE ENERGY CORPORATION 86-0786732
(An Arizona Corporation)
One South Church Avenue, Suite 100
Tucson, AZ 85701
(520) 571-4000
1-5924 TUCSON ELECTRIC POWER COMPANY 86-0062700
(An Arizona Corporation)
One South Church Avenue, Suite 100
Tucson, AZ 85701
(520) 571-4000
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 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
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On February 4, 2005, the Compensation Committee of the Board of Directors
of UniSource Energy Corporation (Company) awarded performance bonuses for
calendar year 2004 under the Company's short-term incentive plan for executive
officers. Bonuses for the Company's Chief Executive Officer and the five other
most highly compensated executive officers (Named Executives) were as follows:
James S. Pignatelli - $525,000
Steven J. Glaser - $178,000
Dennis R. Nelson - $137,000
Michael J. DeConcini - $138,000
Kevin P. Larson - $130,000
Vincent Nitido, Jr. - $130,000
On December 2, 2004, the Compensation Committee had approved base salary
increases for the Named Executives. Base salaries for the Named Executives for
2005 were set as follows:
James S. Pignatelli - $650,000
Steven J. Glaser - $295,000
Dennis R. Nelson - $282,500
Michael J. DeConcini - $260,000
Kevin P. Larson - $237,500
Vincent Nitido, Jr. - $237,500
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.
Date: February 14, 2005 UNISOURCE ENERGY CORPORATION
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(Registrant)
/s/ Kevin P. Larson
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Vice President and Principal
Financial Officer
Date: February 14, 2005 TUCSON ELECTRIC POWER COMPANY
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(Registrant)
/s/ Kevin P. Larson
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Vice President and Principal
Financial Officer