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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
(Exact name of registrant as specified in its charter)
New Jersey 22-2625848
(State or other (I.R.S. Employer
jurisdiction of Identification No.)
incorporation)
80 Park Plaza, T-4
Newark, New Jersey 07102
http://www.pseg.com
(Address of principal executive offices) (Zip Code)
If this form relates to the registration of a class of securities pursuant
to Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box |X|
If this form relates to the registration of a class of securities pursuant
to Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box |_|
Securities Act registration statement file number which this form relates:
333-86372 (if applicable)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
Corporate Units The New York Stock Exchange
(consisting of a Purchase Contract
and a Preferred Trust Security of
PSEG Funding Trust I)
Securities to be registered pursuant to Section 12(g) of the Act: None
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
1. Description of Registrant's Securities to be Registered
The description of the Registrant's Corporate Units (consisting of a
Purchase Contract and a Preferred Trust Security of PSEG Funding Trust I) to be
registered hereunder is incorporated herein by reference to the descriptions
included under the captions "Description of the Participating Units,"
"Description of the Purchase Contracts," "Description of the Purchase Contract
Agreement and the Pledge Agreement" and "Description of the Preferred Trust
Securities" in the Prospectus Supplement dated September 5, 2002 to the
Prospectus dated July 3, 2002 included as part of the Registration Statement on
Form S-3 of Public Service Enterprise Group Incorporated ("PSEG") and PSEG
Funding Trust I (Registration Nos. 333-86372 and 333-86372-01). For purposes of
such description, any prospectus supplement relating to the Registration
Statement filed pursuant to Rule 424(b) under the Securities Act of 1933, as
amended, which purports to describe the Corporate Units shall be deemed to be
incorporated herein by reference.
2. Exhibits
Exhibit
Number Description
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1. Registration Statement on Form S-3 (Registration Nos. 333-86372 and
333-86372-01) filed with the Securities and Exchange Commission on
April 17, 2002 by PSEG is incorporated herein by reference.
2. Amendment No. 1 to Registration Statement (Registration Nos.
333-86372 and 333-86372-01) filed with the Securities and Exchange
Commission on June 10, 2002 by PSEG is incorporated herein by
reference.
3. Amendment No. 2 to Registration Statement (Registration Nos.
333-86372 and 333-86372-01) filed with the Securities and Exchange
Commission on June 25, 2002 by PSEG is incorporated herein by
reference.
4. Indenture of PSEG to be used in connection with the issuance of the
Senior Deferrable Notes of PSEG (incorporated by reference to
Exhibit 4f to PSEG's Annual Report on Form 10-K for the year ended
December 31, 1998).
5. Form of Supplemental Indenture of PSEG to be used in connection with
the issuance of the Senior Deferrable Notes of PSEG.*
6. Trust Agreement of PSEG Funding Trust I.*
7. Form of Amended and Restated Trust Agreement of PSEG Funding Trust
I.*
8. Form of Preferred Trust Security, which is a component of the
Corporate Units of PSEG.*
9. Form of Preferred Trust Securities Guarantee Agreement between PSEG,
as Guarantor and Wachovia Bank, National Association, as Guarantee
Trustee.*
10. Form of Senior Deferrable Note of PSEG.*
11. Form of Purchase Contract Agreement between PSEG and Wachovia Bank,
National Association, as Purchase Contract Agent.*
12. Form of Corporate Units Certificate.*
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* To be filed by amendment.
13. Form of Pledge Agreement among PSEG, The Bank of the New York, as
Collateral Agent, and Wachovia Bank, National Association, as
Purchase Contract Agent.*
14. Form of Remarketing Agreement among PSEG, PSEG Funding Trust I,
Wachovia Bank, National Association, as Purchase Contract Agent, and
Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Remarketing
Agent.*
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* To be filed by amendment.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereunto duly authorized.
PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
By: Morton A. Plawner
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Morton A. Plawner
Treasurer
Date: September 5, 2002