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Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0000811156-01-500092.txt : 20010802
<SEC-HEADER>0000811156-01-500092.hdr.sgml : 20010802
ACCESSION NUMBER:		0000811156-01-500092
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		1
CONFORMED PERIOD OF REPORT:	20010801
ITEM INFORMATION:		
FILED AS OF DATE:		20010801

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			PANHANDLE EASTERN PIPE LINE CO
		CENTRAL INDEX KEY:			0000076063
		STANDARD INDUSTRIAL CLASSIFICATION:	NATURAL GAS DISTRIBUTION [4924]
		IRS NUMBER:				440382470
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		
		SEC FILE NUMBER:	001-02921
		FILM NUMBER:		1695194

	BUSINESS ADDRESS:	
		STREET 1:		5444 WESTHEIMER COURT
		CITY:			HOUSTON
		STATE:			TX
		ZIP:			77056
		BUSINESS PHONE:		7136275400

	MAIL ADDRESS:	
		STREET 1:		P O BOX 1642
		CITY:			HOUSTON
		STATE:			TX
		ZIP:			77251-1642

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			CMS ENERGY CORP
		CENTRAL INDEX KEY:			0000811156
		STANDARD INDUSTRIAL CLASSIFICATION:	ELECTRIC & OTHER SERVICES COMBINED [4931]
		IRS NUMBER:				382726431
		STATE OF INCORPORATION:			MI
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		
		SEC FILE NUMBER:	001-09513
		FILM NUMBER:		1695195

	BUSINESS ADDRESS:	
		STREET 1:		FAIRLANE PLZ S STE 1100
		STREET 2:		330 TOWN CENTER DR
		CITY:			DEARBORN
		STATE:			MI
		ZIP:			48126
		BUSINESS PHONE:		3134369261

	MAIL ADDRESS:	
		STREET 1:		FAIRLANE PLAZA SOUTH, SUITE 1100
		STREET 2:		330 TOWN CENTER DRIVE
		CITY:			DEARBORN
		STATE:			MI
		ZIP:			48126

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			CONSUMERS ENERGY CO
		CENTRAL INDEX KEY:			0000201533
		STANDARD INDUSTRIAL CLASSIFICATION:	ELECTRIC & OTHER SERVICES COMBINED [4931]
		IRS NUMBER:				380442310
		STATE OF INCORPORATION:			MI
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		
		SEC FILE NUMBER:	001-05611
		FILM NUMBER:		1695196

	BUSINESS ADDRESS:	
		STREET 1:		212 W MICHIGAN AVE
		CITY:			JACKSON
		STATE:			MI
		ZIP:			49201
		BUSINESS PHONE:		5177881030

	MAIL ADDRESS:	
		STREET 1:		212 W MICHIGAN AVE
		STREET 2:		M 946
		CITY:			JACKSON
		STATE:			MI
		ZIP:			49201

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	CONSUMERS POWER CO
		DATE OF NAME CHANGE:	19920703
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<FILENAME>kaugust1htm.htm
<DESCRIPTION>AUGUST 1   8-K
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                                   <h4 align=center>                    FORM 8-K<br><br>

                                                   CURRENT REPORT<br><br>

                           SECURITIES AND EXCHANGE COMMISSION<br>
                             Washington, D.C. 20549</h4>


       <h5 align=center>                 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934</h5><br><br>


                   <center>        Date of Report (Date of earliest event reported) August 1, 2001</center><br><br>

<PRE>
Commission                               Registrant; State of Incorporation;                         IRS Employer
File Number                                 Address; and Telephone Number                         Identification No
- -----------                                ---------------------------------                      -----------------


1-9513                                         CMS ENERGY CORPORATION                                 38-2726431
                                              (A Michigan Corporation)
                                          Fairlane Plaza South, Suite 1100
                                                330 Town Center Drive
                                              Dearborn, Michigan 48126
                                                   (313) 436-9261

1-5611                                        CONSUMERS ENERGY COMPANY                                38-0442310
                                              (A Michigan Corporation)
                                              212 West Michigan Avenue
                                                  Jackson, Michigan
                                                   (517) 788-1030


1-2921                                            PANHANDLE EASTERN                                   44-0382470
                                                   PIPELINE COMPANY
                                               (A Delaware Corporation)
                                                 5444 Westheimer Road
                                                    P.O. Box 4967
                                              Houston, Texas  77210-4967
                                                    (713) 989-7000</pre>

<hr size=3 noshade>


<P>ITEM 5. OTHER EVENTS</P>
   --------------------

<P>On August 1, 2001,  CMS Energy  Corporation  issued a Press  Release in which it  discussed  its second  quarter  2001
earnings of 40 cents per share.  Attached  as an exhibit to this  report and  incorporated  herein by  reference  is a
copy of the CMS Energy Press Release.</P>

<P>The Press  Release  contains  "forward-looking  statements",  within the meaning of the safe harbor  provisions of the
federal  securities  laws. The  "forward-looking  statements" are subject to risks and  uncertainties.  They should be
read in conjunction  with the  "Forward-Looking  Statement  Cautionary  Factors" in CMS Energy's, Consumers' and Panhandle's
Form 10-K, Item 1 (incorporated  herein by reference)  that discusses  important  factors that could cause CMS Energy's,
Consumers' and Panhandle's results to differ materially from those anticipated in such statements.</P>

<P>ITEM 7.  EXHIBITS.</P>
   -----------------

<P>(c)      Exhibits:</P>

 <P>99(a) CMS Energy Corporation Press Release dated August 1, 2001.</P>

  <pre>                                                    SIGNATURES

Pursuant to the  requirements of the Securities  Exchange Act of 1934, the Registrants have duly caused this report to
be signed on their behalf by the undersigned hereunto duly authorized.

                                                     CMS ENERGY CORPORATION

Dated:  August 1, 2001                               By:  /s/Alan M. Wright
                                                          Alan M. Wright
                                                          Executive Vice President, Chief Financial
                                                          Officer and Chief Administrative Officer


                                                     CONSUMERS ENERGY COMPANY

Dated:  August 1, 2001                               By:  /s/Alan M. Wright
                                                          Alan M. Wright
                                                          Executive Vice President, Chief Financial
                                                          Officer and Chief Administrative Officer


                                                     PANHANDLE EASTERN
                                                     PIPE LINE COMPANY

Dated:  August 1, 2001                               By:  /s/Alan M. Wright
                                                          Alan M. Wright
                                                          Senior Vice President, Chief Financial
                                                          Officer and Treasurer
</PRE>
                                                                                       EXHIBIT 99(a)<br><br><br>



                               <center>     CMS ENERGY REPORTS SECOND QUARTER EARNINGS<br>
 OF 40 CENTS PER SHARE</center>

<P>DEARBORN, Mich., August 1, 2001 &#151; CMS Energy Corporation (NYSE:CMS) today announced
second quarter earnings of 40 cents per share, compared to 71 cents per share in
the second quarter of 2000. Consolidated net income was $53 million, compared to
$79 million in the second quarter of 2000. The lower second quarter 2001
earnings are due primarily to the timing of asset sale gains, which totaled 43
cents per share in the second quarter of 2000 compared with five cents per share
in the second quarter of 2001. Excluding the effect of gains from asset sales,
second quarter earnings in 2001 were 35 cents per share versus 28 cents per
share last year. </P>

<P>Strong operating performance of CMS Energy&#146;s diversified energy businesses,
particularly energy marketing and trading as well as oil and gas exploration and
production, coupled with higher earnings at Consumers Energy, partially offset
the lower asset sale gains during the quarter.</P>

<P>Second quarter operating revenue totaled $4.4 billion, up 175 percent from $1.6 billion
in the second quarter of 2000, due largely to significantly increased
lower-margin energy marketing and trading transactions.</P>

<P>For the first six months of 2001 earnings totaled $1.25 per share or $162 million of
net income compared to earnings of $1.36 per share or $154 million of net income
during the first half of 2000. Operating revenue in the first six months of 2001
totaled $8.5 billion compared to $3.4 billion in the first half of 2000. </P>

<P>While the Company is on-plan through the second quarter, it is revising its estimated
earnings for the full year to a range of $2.60 to $2.75 per share as a result of
the unplanned outage currently underway at its Palisades nuclear plant. As
previously announced, the plant was taken out of service June 20, 2001 for
repairs. It is now not expected to return to service until late in the third or
early in the fourth quarter. The incremental cost of replacement power and
maintenance are currently estimated to be between $0.25 and $0.40 per share,
depending on the timing of the Palisades restart.</P>

<P>CMS Energy believes it can offset most if not all of the non-recurring expense of
the Palisades outage with higher than previously planned gains from its asset
optimization program. Specifically, successful drilling results at the
Company's oil and gas concessions in Equatorial Guinea have significantly
increased the size and value of its reserve holdings in that country. As a
result, the Company expects to bring in a strategic partner to share in the
accelerated development of its investments in Equatorial Guinea. This would
result in a sale of part of its interest. In addition, the Company is pursuing
structured financings of several of its assets, including its Lake Charles, La.,
liquefied natural gas (LNG) receiving facility. Although the timing of either
transaction cannot be predicted with certainty, CMS Energy expects that one of
them will be completed in 2001. Because the predominant earnings impact of the
Palisades outage occurs in the third quarter and the anticipated timing of the
potential gains would occur in the fourth quarter, substantially all of the
Company's earnings for the balance of the year are expected to occur in the
fourth quarter. </P>

<P>Second quarter operating income of CMS Energy's non-utility, diversified energy
businesses was $155 million, up 28 percent from $121 million in the second
quarter of 2000. Oil and gas exploration and production operating income was $29
million for the second quarter, up from $2 million in the second quarter last
year, due to higher oil and natural gas liquids prices and increased production
of domestic natural gas and international oil.</P>

<P>Operating income of the marketing, services and trading business was $51 million for the
second quarter, up from $0.4 million in the second quarter last year, due
primarily to increased long term power sales contracts and wholesale natural gas
trading. Operating income of the natural gas transmission business for the
second quarter was $45 million, down from $47 million the previous year, due to
lower earnings from international investments, largely offset by improved
volumes from gas gathering operations and a larger number, at a higher margin,
of LNG shipments received at the Company's Lake Charles, La., LNG receiving
terminal. </P>

<P>Independent power production operating income for the second quarter was $29 million, down
57 percent from $68 million during the second quarter last year. The decrease
was due to lower domestic earnings resulting from power plant sales,
non-recurrence of a 2000 gain on restructuring of a power supply contract and
expenses related to construction delays and gas commodity costs at the Dearborn
Industrial Generation plant. </P>

<P>Operating income of the electric and natural gas utility businesses of CMS Energy's
principal subsidiary, Consumers Energy, was $100 million in the second quarter,
up 23 percent from $81 million during the same period last year. However,
natural gas utility earnings for last year included a one-time $45 million
regulatory charge recorded in the second quarter. The second quarter 2001
results reflect decreased electric and gas sales associated with the economic
slowdown and increased expenses due to power plant outages. Second quarter total
electric sales were 9.3 billion kilowatt-hours, down eight percent from the same
period last year. Natural gas deliveries were 57 billion cubic feet, down 14
percent from 66 billion cubic feet in the second quarter last year. </P>

         Significant developments for CMS Energy in the second quarter included:

<P>    --  successful completion and testing of a major natural gas and condensate
development well in the Alba Field of Equatorial Guinea, which more than doubled
the proven and probable reserves in the field. It is estimated the Alba #9 well
will be capable of producing 100 million cubic feet of natural gas per day and
6,200 barrels of condensate per day;</P>

<P>     --  receiving Federal Energy Regulatory Commission approval to expand the peak send
out capacity of CMS Trunkline LNG Company's Liquefied Natural Gas (LNG)
terminal in Lake Charles, La., from its previous 700 million cubic feet per day
to a peak send out capacity of one billion cubic feet per day;</P>

<P>     --  signing a 22-year agreement between CMS Trunkline LNG and BG Group of the United
Kingdom, providing BG Group all of the current uncommitted send out capacity at
CMS' Lake Charles, La., LNG terminal; </P>

  <p>      --  placing into commercial operation and lifting the first shipment of methanol
from the Atlantic Methanol Production Company's methanol production plant
in Equatorial Guinea. The plant produces over 2,500 metric tons of methanol per
day for commercial markets from over 100 million cubic feet per day of stranded
natural gas production from the Alba field;</P>

        --  being named with its partner, the A.H. Al Zamil Group, the preferred bidder
for the 230 megawatt SADAF cogeneration power project, the first privately owned independent
power project to be built in the Kingdom of Saudi Arabia;

<P>     --  through its CMS Marketing, Services and Trading unit, signing long term
contracts to supply power to six municipally owned utilities in Michigan,
covering approximately $90 million worth of electricity over the term of the
agreements.</P>

<P>CMS Energy Corporation has annual sales of $14 billion and assets of nearly $19
billion throughout the U.S. and in selected foreign markets with businesses in
electric and natural gas utility operations; independent power production;
natural gas pipelines, gathering, processing and storage; LNG importation; oil
and gas exploration and production; and energy marketing, services and trading. </P>

                                             <center>           # # #</center>

<p>For more information on CMS Energy, please visit our web site at:  www.cmsenergy.com/</P>

<p>Media Contacts: Kelly M. Farr, 313/436-9253 or John P. Barnett, 713/989-7556
Investment Analyst Contact: CMS Energy Investor Relations, 517/788-2590</p>

<p>This news release contains "forward-looking statements"; within the meaning of the safe harbor
provisions of the federal securities laws. They should be read in conjunction
with the "Forward-Looking Statements Cautionary Factors" in CMS
Energy's and Consumers'; Form 10-K, Item 1 that discusses important
factors that could cause CMS Energy's and Consumers' results to differ
materially from those anticipated in such statements. </p>







<pre>                                                CMS ENERGY CORPORATION
                                                ----------------------
                                           Digest of Consolidated Earnings
                                        (Millions, Except Per Share Amounts)</pre>


 <pre>                                                                                  2001             2000
                                                                                   ----             ------

Three Months Ended June 30 (unaudited)
- --------------------------------------

Operating Revenue                                                            $     4,421       $    1,596

Consolidated Net Income                                                      $        53       $       79

Average Number of Common Shares
     Basic                                                                           132              110
     Diluted                                                                         137              114

Earnings per Average Common Share - Diluted                                  $       .40       $      .71

Dividends Declared per Common Share                                          $      .365       $     .365


Six Months Ended June 30 (unaudited)
- ------------------------------------

Operating Revenue                                                            $     8,547       $    3,424

Consolidated Net Income                                                      $       162       $      154

Average Number of Common Shares
     Basic                                                                           129              112
     Diluted                                                                         133              116

Earnings per Average Common Share - Diluted                                  $      1.25       $     1.36
- ---------------------------------------------------------------------------------------------------------

Dividends Declared per Common Share                                          $       .73       $      .73</pre>



<p>In the opinion of Management, the above unaudited amounts reflect all adjustments necessary to assure the fair
presentation of the results of operations for the periods presented.</P>


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