ITEM 1. BUSINESS
Unless the context otherwise indicates, all references to "Transition Funding," "we," "us" or "our" herein mean PSE&G Transition Funding LLC, a Delaware limited liability company located at 80 Park Plaza, Newark, New Jersey 07102.
We were formed under the laws of the State of Delaware on July 21, 1999 and operate pursuant to a limited liability company agreement with Public Service Electric and Gas Company (PSE&G) as our sole member. PSE&G is an operating electric and gas utility and is a wholly-owned subsidiary of Public Service Enterprise Group Incorporated (PSEG). We are an asset-backed issuer, as defined by the U.S. Securities and Exchange Commission, which was organized for the sole purpose of purchasing and owning bondable transition property (BTP) of PSE&G, issuing transition bonds (Bonds), pledging our interest in BTP and other collateral to a debt/security trustee (Trustee) to collateralize the Bonds, and performing activities that are necessary, suitable or convenient to accomplish these purposes.
Following the enactment of the New Jersey Electric Discount and Energy Competition Act (Energy Competition Act), the New Jersey Board of Public Utilities (BPU) rendered a Final Order (Final Order) in August 1999 relating to PSE&G's rate unbundling, stranded costs and restructuring proceedings providing, among other things, for PSE&G to recover up to $2.94 billion (net of tax) of its generation-related stranded costs including the securitization of $2.4 billion (plus an estimated $125 million of associated transaction costs). The stranded costs represent various generation-related investments and other obligations that were anticipated to be unrecoverable through market-based rates in a competitive electricity generation retail market.
Following the issuance of the Final Order, the BPU issued the Finance Order approving PSE&G's petition relating to the securitization transaction which authorized, among other things, the imposition of a non-bypassable transition bond charge (TBC) on PSE&G's customers; the sale of PSE&G's property right in such charge to a bankruptcy-remote financing entity; the issuance and sale of $2.525 billion of Bonds by such entity as consideration for such property right, including an estimated $125 million of transaction costs; and the application by PSE&G of the Bond proceeds to retire outstanding debt and/or equity.
On January 31, 2001, we issued $2.525 billion of transition bonds in eight classes with stated maturities ranging from 1 year to 15 years, of which $2.085 billion in seven classes remain outstanding as of December 31, 2004. The net proceeds of the issuance were utilized to acquire PSE&G's property right in the TBC. The transition bonds are collateralized by the BTP created under the Energy Competition Act and the related Finance Order. The BTP represents the irrevocable right to recover, through a TBC billed by PSE&G to its retail electric customers within PSE&G's service territory, an amount sufficient to pay:
o the interest, fees, expenses, costs, charges, credit enhancement and premiums, if any, associated with the Bonds; and
o the principal amount of the Bonds.
Approximately $230 million of issuance costs were incurred in connection with the securitization transaction, including costs of a hedging arrangement as permitted by the Finance Order. The $105 million in costs in excess of the $125 million of estimated transaction costs included in the BTP, as provided for in the Finance Order, were capitalized and are being recovered on a subordinated basis by us through the TBC. The initial TBC rate became effective on February 7, 2001, in accordance with the Final Order.
As the TBC is a usage-based charge based on access to PSE&G's transmission and distribution system, the customers will be assessed regardless of whether the customers purchase electricity from PSE&G or a third party supplier. Also, if on-site generation facilities that are connected to PSE&G's transmission and distribution system produce power that is delivered to off-site retail electric customers in PSE&G's service territory, the Bond charge applies to the sale or delivery of that power.
Payments are made to the bondholders on a quarterly basis. Principal and interest on the Bonds and the excess issuance costs will be paid from the following sources:
o TBC collections remitted by the servicer (PSE&G) to the issuer (us); o amounts from any third party credit enhancement; o investment earnings on amounts held in accounts established under the indenture agreement; o amounts payable to the issuer under any interest rate swap agreements; and o other amounts available in the trust accounts held by the trustee.
To the extent that TBC collections are deficient or in excess of the principal and interest on the Bonds, the TBC rate will be adjusted in the following year.
We have no employees. Under the servicing agreement entered into by PSE&G and us concurrently with the issuance of the first Series of Bonds, PSE&G, as servicer, is required to collect the TBC on our behalf. We pay an annual servicing fee to PSE&G equal to 0.05% of the initial balance of Bonds outstanding. The servicing fee is recovered through the TBC. In addition we pay miscellaneous operating expenses to PSE&G up to $100 thousand per quarter, administration fees up to $31 thousand per quarter and trustee fees up to $4 thousand per quarter. Interest earned on funds in the Capital Subaccount results in Net Income for us and will be periodically remitted to PSE&G in the form of a dividend.
ITEM 2.
ITEM 2. PROPERTIES
We do not own any real property. Our primary asset is the BTP as described in Item 1. Business above.
ITEM 3.
ITEM 3. LEGAL PROCEEDINGS
None.
ITEM 4.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Omitted pursuant to conditions set forth in General Instruction I of Form 10-K.
PART II
ITEM 5.
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
All of our outstanding equity interests are owned by PSE&G.
ITEM 6.
ITEM 6. SELECTED FINANCIAL DATA
Omitted pursuant to conditions set forth in General Instruction I of Form 10-K.
ITEM 7.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Unless the context otherwise indicates, all references to "Transition Funding," "we," "us" or "our" herein mean PSE&G Transition Funding LLC, a Delaware limited liability company located at 80 Park Plaza, Newark, New Jersey 07102.
The following analysis of our financial condition and results of operations is in an abbreviated format pursuant to General Instruction I of Form 10-K. Such analysis should be read in conjunction with the financial statements attached hereto.
RESULTS OF OPERATIONS
Operating Revenues
Transition Bond Charge (TBC) revenues increased approximately $1 million or less than 1% for the year ended December 31, 2004 as compared to the year ended December 31, 2003 due to a 3% growth in sales offset by the decline in the TBC rate from 2003. In January 2004, as a result of the annual true-up approved by the State of New Jersey Board of Public Utilities (BPU), the TBC rate decreased to 0.6862 cents per Kilowatt-hour (kWh) from 0.7018 cents per kWh in 2003.
As a result of the annual true-up approved by the BPU in January 2005, the TBC rate for 2005 decreased to 0.6723 cents per kWh. Any increases or decreases in the TBC rate are designed to maintain the Capital Subaccount and the Overcollateralization account at appropriate levels and have adequate funds to meet our scheduled repayments of the deferred issuance costs to Public Service Electric and Gas Company (PSE&G), as servicer of the bonds.
TBC revenues decreased approximately $7 million or 2% for the year ended December 31, 2003 as compared to the year ended December 31, 2002 primarily due to the decline in the TBC rate from 2002. In January 2003, as a result of the annual true-up approved by the BPU, the TBC rate decreased to 0.7018 cents per kWh from 0.7250 cents per kWh in 2002.
Operating Expenses
Amortization of Bondable Transition Property (BTP)
Amortization of BTP increased approximately $10 million or 8% for the year ended December 31, 2004 as compared to the year ended December 31, 2003 primarily due to the changes in Operating Revenues and Interest Expense. As a regulated entity, we amortize an amount equal to what we record as revenue for the portion of the TBC relating to the BTP. TBC revenues increased $1 million and Interest costs decreased $9 million due to lower debt levels as discussed below, resulting in an offsetting increase to the amount of revenues related to the BTP.
Amortization of BTP decreased approximately $1 million or 1% for the year ended December 31, 2003 as compared to the year ended December 31, 2002 primarily due to the changes in Operating Revenues and Interest Expense.
Servicing and Administrative Fees
PSE&G withholds from the TBC collections an annual servicing fee equal to 0.05% of the initial balance of the Bonds issued and charges an additional fee for various administrative costs. Servicing and Administrative Fees decreased $9 thousand or 1% for the year ended December 31, 2004 as compared to the year ended December 31, 2003 primarily due to decreases in administrative expenses billed to us by the Servicer, PSE&G.
Servicing and Administrative Fees increased $38 thousand or 3% for the year ended December 31, 2003 as compared to the year ended December 31, 2002 primarily due to increases in administrative expenses billed to us by the Servicer, PSE&G.
Interest Income
Interest Income increased approximately $184 thousand or 44% for the year ended December 31, 2004 as compared to the year ended December 31, 2003 primarily due to higher interest rates and higher average cash balances in 2004.
Interest Income decreased approximately $250 thousand or 38% for the year ended December 31, 2003 as compared to the year ended December 31, 2002 primarily due to lower interest rates in 2003.
Interest Expense
Interest expense decreased approximately $9 million or 5% for the year ended December 31, 2004 as compared to the year ended December 31, 2003 due to a reduction in the total amount of debt outstanding.
Interest expense decreased approximately $7 million or 4% for the year ended December 31, 2003 as compared to the year ended December 31, 2002 due to a reduction in the total amount of debt outstanding.
LIQUIDITY AND CAPITAL RESOURCES
The principal amount of the Bonds, interest, fees and funding of the overcollateralization subaccount are being recovered through the TBC payable by retail customers of electricity within PSE&G's service territory who receive electric delivery service from PSE&G. As part of PSE&G's responsibility as servicer under the Servicing Agreement, PSE&G remits the TBC collections to the debt/security trustee (Trustee) to make scheduled payments on the Bonds.
During 2004, all required payments of bond principal, interest and all related expenses were made by the Trustee on March 15, 2004, June 15, 2004, September 15, 2004 and December 15, 2004 totaling approximately $69 million, $69 million, $75 million and $77 million, respectively, including funding of the Capital Subaccount and the Overcollateralization account to required levels. During 2003, payments of bond principal, interest and all related expenses were made by the Trustee on March 17, 2003, June 16, 2003, September 15, 2003 and December 15, 2003 totaling approximately $73 million, $68 million, $75 million and $73 million, respectively. These payments were primarily funded from our TBC collections and interest earned on those funds. Also in 2004, a cash dividend of $434 thousand was paid to PSE&G.
ACCOUNTING ISSUES
Critical Accounting Policies
Unbilled Revenues
Electric and gas revenues are recorded based on services rendered to customers during each accounting period. PSE&G records unbilled revenues for the estimated amount customers will be billed for services rendered from the time meters were last read to the end of the respective accounting period. Unbilled usage is calculated in two steps. The initial step is to apply a base usage per day to the number of unbilled days in the period. The second step estimates seasonal loads based upon the time of year and the variance of actual degree-days and temperature-humidity-index hours of the unbilled period from expected norms. The resulting usage is priced at current TBC rate levels and recorded as revenue. Each month the prior month's unbilled amounts are reversed and the current month's amounts are accrued. Using benchmarks other than those used in this calculation could have a material effect on the amounts accrued in a reporting period. The resulting revenue and expense reflect the service rendered in the calendar month.
ITEM 7A.
ITEM 7A. QUALITATIVE AND QUANTITATIVE DISCLOSURES ABOUT MARKET RISK
The market risk inherent in our Bonds is the potential loss arising from adverse changes in interest rates. We have entered into an interest rate swap on our sole class (Class A-4) of floating rate transition bonds (see Note 2. The Bonds). The interest rate swap effectively converts the existing floating rate debt into fixed rate borrowings at 6.2875%. Any gain or loss on this financial instrument will be recovered from or refunded to PSE&G's customers.
ITEM 8.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Managers and Sole Member of PSE&G Transition Funding LLC:
We have audited the accompanying balance sheets of PSE&G Transition Funding LLC (the "Company") as of December 31, 2004 and 2003, and the related statements of income, member's equity and cash flows for each of the three years in the period ended December 31, 2004. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2004 and 2003, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2004, in conformity with accounting principles generally accepted in the United States of America.
/s/ Deloitte & Touche LLP Parsippany, New Jersey
March 17, 2005
PSE&G TRANSITION FUNDING LLC STATEMENTS OF INCOME (THOUSANDS)
See Notes to Financial Statements.
PSE&G TRANSITION FUNDING LLC BALANCE SHEETS (THOUSANDS)
See Notes to Financial Statements.
PSE&G TRANSITION FUNDING LLC STATEMENTS OF CASH FLOWS (THOUSANDS)
See Notes to Financial Statements.
PSE&G TRANSITION FUNDING LLC STATEMENTS OF MEMBER'S EQUITY (THOUSANDS)
See Notes to Financial Statements.
NOTES TO FINANCIAL STATEMENTS
Note 1. Organization, Basis of Presentation and Significant Accounting Policies
Organization
Unless the context otherwise indicates, all references to "Transition Funding," "we," "us" or "our" herein mean PSE&G Transition Funding LLC, a Delaware limited liability company located at 80 Park Plaza, Newark, New Jersey 07102.
We were formed under the laws of the State of Delaware on July 21, 1999 and operate pursuant to a limited liability company agreement with Public Service Electric and Gas Company (PSE&G) as our sole member. PSE&G is an operating electric and gas utility and is a wholly-owned subsidiary of Public Service Enterprise Group Incorporated (PSEG). We are an asset-backed issuer, as defined by the U.S. Securities and Exchange Commission, which was organized for the sole purpose of purchasing and owning bondable transition property (BTP) of PSE&G, issuing transition bonds (Bonds), pledging our interest in BTP and other collateral to a debt/security trustee (Trustee) to collateralize the Bonds, and performing activities that are necessary, suitable or convenient to accomplish these purposes.
BTP represents the irrevocable right of PSE&G, or its successor or assignee, to collect a non-bypassable transition bond charge (TBC) from retail electric customers pursuant to a Final Order in PSE&G's rate unbundling and restructuring proceedings (Final Order) and a bondable stranded cost rate order (Finance Order), which were issued on August 24, 1999 and September 17, 1999, respectively, by the State of New Jersey Board of Public Utilities (BPU) in accordance with the New Jersey Electric Discount and Energy Competition Act enacted in February 1999. These orders are a matter of public record and are available from the BPU. The Finance Order authorizes the TBC to be sufficient to recover $2.525 billion aggregate principal amount of Bonds, plus an amount sufficient to provide for any credit enhancement, to fund any reserves and to pay interest, redemption premiums, if any, servicing fees and other expenses relating to the Bonds.
Our organizational documents require us to operate in a manner so that we should not be consolidated in the bankruptcy estate of PSE&G in the event PSE&G becomes subject to a bankruptcy proceeding.
Basis of Presentation
The financial statements included herein have been prepared pursuant to Generally Accepted Accounting Principles in the United States of America (GAAP) and the rules and regulations of the Securities and Exchange Commission.
Significant Accounting Policies
Accounting for the Effects of Regulation
The application of generally accepted accounting principles by us as a regulated entity differs in certain respects from applications by non-regulated businesses. We prepare our financial statements in accordance with the provisions of Statement of Financial Accounting Standards (SFAS) No. 71 "Accounting for the Effects of Certain Types of Regulation" (SFAS 71). In general, SFAS 71 recognizes that accounting for rate-regulated enterprises should reflect the economic effects of regulation. As a result, a rate regulated entity is required to defer the recognition of costs (a regulatory asset) or the recognition of obligations (a regulatory liability) if it is probable that, through the rate-making process, there will be a corresponding increase or decrease in future rates. Accordingly, we have deferred certain costs, which will be amortized over various future periods.
NOTES TO FINANCIAL STATEMENTS
Cash
Cash consists primarily of highly liquid marketable securities and money market funds.
Restricted Cash
Revenues collected through the TBC by PSE&G from its retail electric customers are remitted to the Trustee and must be used to pay the principal, interest and other expenses associated with the Bonds and are classified as Restricted Cash in Current Assets on the Balance Sheet. In addition, as required by the Finance Order, we deposited an amount equal to 0.5% of the initial principal amount of the bonds, which was contributed by PSE&G, into the Capital Subaccount with the Trustee to be drawn in the event collections and other reserve funds are insufficient to make scheduled payments. The funds deposited into the Capital Subaccount and the Overcollateralization Account, discussed below are classified as Restricted Cash in Noncurrent Assets on the Balance Sheet. Excess TBC collections to be used for future payments are classified as Restricted Cash in Current Assets.
Bondable Transition Property
The BTP was recorded at the acquired cost and is being amortized over the life of the Bonds, based on TBC revenues, interest expenses and other fees. The BTP is solely our property.
Deferred Issuance Costs
The securitization transaction issuance costs in excess of the $125 million provided for in the Finance Order were funded by PSE&G and are recovered on a subordinated basis through the TBC. These costs were capitalized and are being amortized to interest expense over the life of the bonds utilizing the effective interest method.
Regulatory Assets - Interest Rate Swap
For a description of the regulatory asset and the corresponding derivative liability related to the interest rate swap on our sole class of floating rate debt, see Note 2. The Bonds.
Regulatory Liabilities - Overcollateralization
The overcollateralization account is funded ratably from collections of TBC over the term of each series of transition bonds. The account is held by the trustee as a credit enhancement to fund payments in the event of a collection shortfall.
Revenues
Revenues are recorded on a calendar month basis, based on services rendered by PSE&G to its customers during each accounting period at the current rate (including the TBC) and also include estimates for usage not yet billed. PSE&G records unbilled revenues for the estimated amount customers will be billed for services rendered from the time meters were last read to the end of the respective accounting period. The unbilled revenue is estimated each month based on weather factors, line losses, estimated customer usage by class, and applicable customer rates based on regression analyses reflecting significant historical trends and experience.
Amortization Expense
Amortization expense is recorded on the BTP using the effective interest method. Amortization expense is also adjusted based on the TBC revenue recorded and the deferred issuance costs.
NOTES TO FINANCIAL STATEMENTS
Interest Income
Interest Income consists of interest earned on TBC collections deposited with the Trustee and interest earned on funds in the Capital Subaccount. Interest earned on deposited TBC funds reduce the BTP and will affect the calculation of future TBC rates. Interest earned on funds in the Capital Subaccount results in Net Income for us and will be periodically dividended to PSE&G.
Interest Expense
Interest Expense consists primarily of interest on the Bonds. Also included in Interest Expense is the amortization of the deferred issuance costs and related interest on the payable to PSE&G.
Income Taxes
We are a single-member limited liability company. Accordingly, all Federal and State income tax effects of our activities accrue to PSE&G.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amount of revenues, expenses, assets and liabilities, as well as the disclosure of contingencies. Actual results could differ from these estimates.
Reclassifications
Certain reclassifications of amounts reported in prior periods have been made to conform with the current presentation.
Note 2. The Bonds
On January 31, 2001, we issued $2.525 billion of Bonds in eight classes with maturities ranging from one year to fifteen years, of which $2.085 billion remain outstanding as of December 31, 2004. The net proceeds of the issuance were remitted to PSE&G as consideration for the property right in the TBC.
NOTES TO FINANCIAL STATEMENTS
Under applicable law, the Bonds are not an obligation of PSE&G or secured by the assets of PSE&G, but rather the Bonds are only recourse to us and are collateralized on a pro rata basis by the BTP and our equity and assets. TBC collections are deposited at least monthly by PSE&G with the Trustee and are used to pay our expenses, to pay our debt service on the Bonds and to fund any credit enhancement for the Bonds. We have also pledged the capital contributed by PSE&G to secure the debt service requirements of the Bonds. The debt service requirements include an overcollateralization subaccount, a capital subaccount and a reserve subaccount which are available to bond holders. Any amounts collateralizing the Bonds will be returned to PSE&G upon payment of the Bonds.
The significant terms of the Bonds issued by Transition Funding as of December 31, 2004 are as follows:
During the years ended December 31, 2004 and 2003, Transition Funding made principal payments on the bonds of $137 million and $129 million, respectively.
We have entered into an interest rate swap on our sole class of floating rate Bonds (Class A-4). The interest rate swap effectively converts the existing floating rate debt into fixed rate borrowings at 6.2875%. The notional amount of the interest rate swap is $497 million and is indexed to the three-month LIBOR rate. The fair value of the interest rate swap was approximately $(34) million as of December 31, 2004 and $(51) million as of December 31, 2003 and was recorded as a derivative liability, with an offsetting amount recorded as a regulatory asset on the Balance Sheet. The fair value of this swap will vary over time as a result of changes in market conditions. This amount is deferred and is expected to be recovered from PSE&G customers.
We incurred approximately $230 million in issuance costs, $125 million of which were included in BTP with the balance in deferred issuance costs, in connection with the securitization transaction, including $201 million of costs of a hedging arrangement as permitted by the Finance Order. Costs in excess of the $125 million of transaction costs provided for in the Finance Order were paid by PSE&G and are being recovered on a subordinated basis by us through the TBC and remitted to PSE&G with interest at a rate of 6.48%.
Note 3. Significant Agreements and Related Party Transactions
Under the servicing agreement entered into by PSE&G and us, concurrently with the issuance of the first Series of Bonds, PSE&G, as servicer, is required to manage and administer our BTP and to collect the TBC on our behalf. Under the Finance Order, PSE&G withholds from the TBC collections an annual servicing fee equal to 0.05% of the initial balance of Bonds issued. In addition we pay miscellaneous operating expenses to PSE&G up to $100 thousand per quarter, administration fees up to $31 thousand per quarter and trustee fees up to $4 thousand per quarter. Servicing and administrative fees paid to PSE&G for each of the years ended December 31, 2004, 2003 and 2002 were approximately $1.5 million.
NOTES TO FINANCIAL STATEMENTS
As of December 31, 2004 and December 31, 2003, we had a receivable from our member, PSE&G, of approximately $59 million and $58 million, respectively, relating to TBC billings. As of December 31, 2004 and December 31, 2003 our payable to our member was approximately $94 million and $98 million, respectively, which primarily relates to the costs in excess of the $125 million of transaction costs provided for in the Finance Order that were paid by PSE&G and billed to us. Interest Expense relating to this payable to PSE&G for the years ended December 31, 2004, 2003 and 2002 were approximately $6.3 million, $6.9 million and $6.7 million, respectively.
In addition to the payments above, interest earned on funds in the Capital Subaccount is periodically dividended to PSE&G. During 2004, we paid dividends of approximately $434 thousand to PSE&G.
Note 4. Selected Quarterly Data (Unaudited)
The information shown below, in the opinion of Transition Funding includes all adjustments, consisting only of normal recurring accruals, necessary to a fair presentation of such amounts.
ITEM 9.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
NONE.
ITEM 9A.
ITEM 9A. CONTROLS AND PROCEDURES
Not Applicable.
ITEM 9B.
ITEM 9B. OTHER INFORMATION
NONE.
PART III
ITEM 10.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Omitted pursuant to conditions set forth in General Instruction I of Form 10-K.
ITEM 11.
ITEM 11. EXECUTIVE COMPENSATION
Omitted pursuant to conditions set forth in General Instruction I of Form 10-K.
ITEM 12.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
Omitted pursuant to conditions set forth in General Instruction I of Form 10-K.
ITEM 13.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Omitted pursuant to conditions set forth in General Instruction I of Form 10-K.
ITEM 14.
ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
Not Applicable.
PART IV
ITEM 15.
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(A) The following documents are filed as part of this report:
PSE&G Transition Funding LLC Statements of Income for the years ended December 31, 2004, 2003 and 2002 on page 7.
PSE&G Transition Funding LLC Balance Sheets as of December 31, 2004 and 2003 on page 8.
PSE&G Transition Funding LLC Statements of Cash Flows for the years ended December 31, 2004, 2003 and 2002 on page 9.
PSE&G Transition Funding LLC Statements of Member's Equity for the years ended December 31, 2004, 2003 and 2002 on page 10.
PSE&G Transition Funding LLC Notes to Financial Statements on pages 11 through 15.
(B) A listing of exhibits being filed with this document is as follows. Certain Exhibits previously filed with the Commission and the appropriate securities exchanges are indicated as set forth below. Such Exhibits are not being refiled, but are included because inclusion is desirable for convenient reference.
(a) Filed by Transition Funding with Registration Statement No. 333-83635 under the Securities Act of 1933, effective January 23, 2001, relating to the issuance of $2,525,000,000 Transition Bonds. (b) Filed by Transition Funding with Form 8-K under the Securities Exchange Act of 1934, on February 7, 2001.
SIGNATURES
Pursuant to the requirements of Section 13 or 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.
PSE&G Transition Funding LLC
By /s/ ROBERT E. BUSCH ------------------------------------ Robert E. Busch President, Chief Executive Officer and Chief Financial Officer
Date: March 21, 2005
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.
EXHIBIT INDEX
A listing of exhibits being filed with this document is as follows:
Exhibit Number Document
31 Certification by Robert E. Busch, Chief Executive Officer and Chief Financial Officer of PSE&G Transition Funding LLC Pursuant to Rules 13a-14 and 15d-14 of the Securities Exchange Act of 1934
32 Certification by Robert E. Busch, Chief Executive Officer and Chief Financial Officer of PSE&G Transition Funding LLC Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code