-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0000950124-03-003592.txt : 20031112
<SEC-HEADER>0000950124-03-003592.hdr.sgml : 20031112
<ACCEPTANCE-DATETIME>20031112152853
ACCESSION NUMBER:		0000950124-03-003592
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20031112
ITEM INFORMATION:		
FILED AS OF DATE:		20031112

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:		1934 Act
		SEC FILE NUMBER:	001-05611
		FILM NUMBER:		03993472

	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
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>k80968ae8vk.txt
<DESCRIPTION>CURRENT REPORT FOR PERIOD END NOVEMBER 12, 2003
<TEXT>
<PAGE>
                                    FORM 8-K

                                 CURRENT REPORT


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


     PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

       DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) NOVEMBER 12, 2003

 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)
                             ONE ENERGY PLAZA
                          JACKSON, MICHIGAN 49201
                              (517) 788-0550


   1-5611                CONSUMERS ENERGY COMPANY                 38-0442310
                         (A MICHIGAN CORPORATION)
                             ONE ENERGY PLAZA
                          JACKSON, MICHIGAN 49201
                              (517) 788-0550



<PAGE>


ITEM 12.  RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On November 11, 2003, CMS Energy Corporation ("CMS Energy") issued a News
Release, in which it announced its results for the third quarter and first nine
months of 2003, reaffirmed its 2003 earnings guidance and provided an update on
its asset sales program. Attached as Exhibit 99 to this report and incorporated
herein by reference is a copy of the CMS Energy News Release, furnished as a
part of this report.

The News 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 "CMS ENERGY FORWARD-LOOKING STATEMENTS, CAUTIONARY FACTORS AND
UNCERTAINTIES" found in Item 1 of CMS Energy's Form 10-K/A for the Fiscal Year
Ended December 31, 2002, filed on July 1, 2003 and "CONSUMERS FORWARD-LOOKING
STATEMENTS, CAUTIONARY FACTORS AND UNCERTAINTIES" found in Item 1 of Consumers
Energy Company's Form 10-K for the Fiscal Year Ended December 31, 2002, filed on
March 31, 2003 (both incorporated herein by reference), that discuss important
factors that could cause CMS Energy's and Consumers Energy Company's results to
differ materially from those anticipated in such statements.




<PAGE>

                                   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:  November 12, 2003

                                             By:     /s/ Thomas J. Webb
                                                   -----------------------------
                                                   Thomas J. Webb
                                                   Executive Vice President and
                                                   Chief Financial Officer


                                             CONSUMERS ENERGY COMPANY

Dated:  November 12, 2003

                                             By:     /s/ Thomas J. Webb
                                                   -----------------------------
                                                   Thomas J. Webb
                                                   Executive Vice President and
                                                   Chief Financial Officer

<PAGE>



                                  EXHIBIT INDEX

EXHIBIT NO.     DESCRIPTION

EX-99           CMS NEWS RELEASE DATED NOVEMBER 11, 2003.

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>k80968aexv99.txt
<DESCRIPTION>CMS NEWS RELEASE DATED NOVEMBER 11, 2003
<TEXT>
<PAGE>
[CMS ENERGY LOGO]

                                                                    NEWS RELEASE


                     CMS ENERGY ANNOUNCES THIRD QUARTER LOSS
                 OF $0.51 PER SHARE; REAFFIRMS EARNINGS GUIDANCE


         JACKSON, Mich., Nov. 11, 2003 -- CMS Energy (NYSE: CMS) announced a
reported net loss of $77 million, or $0.51 per share, for the third quarter of
2003, compared to reported net income of $37 million, or $0.26 per share, for
the same quarter of 2002. The reported loss includes $0.52 per share for charges
and costs that were anticipated as a result of the Company's continuing
strategic and financial restructuring plan.

         Ongoing (non-Generally Accepted Accounting Principles) net income for
the third quarter was $1 million, or $0.01 per share, compared to ongoing net
income of $65 million or $0.46 per share in the same period of 2002. Ongoing
earnings provide a key measure of the Company's present operating financial
performance, unaffected by discontinued operations, asset sales or other items
detailed in the attached summary financial statements.

         Compared with the third quarter of 2002, the lower 2003 third quarter
ongoing results reflect lower electric sales, partly because of cooler summer
weather. Temperatures during the quarter averaged 2.5 degrees cooler than the
similar period last year. The lower summer temperatures, a slow economic
recovery in Michigan, and more customers taking power from alternate suppliers
reduced electric deliveries at CMS Energy's principal subsidiary, Consumers
Energy, by 6.4 percent during the quarter, compared to the same quarter last
year. In addition, the lower results reflect the absence of earnings from
businesses sold, and expenses associated with refinancings to extend debt
maturities and lower interest rates.

         For the first nine months of 2003, CMS Energy had a reported net loss
of $43 million, or $0.29 per share, compared to reported net income of $5
million, or $0.04 per share, for the same period in 2002. Ongoing net income for
the period was $80 million, or $0.55 per share, compared to $161 million, or
$1.18 per share, for the first three quarters of 2002.

         The Company reaffirmed its full-year ongoing earnings guidance of $0.80
to $0.90 per share, noting results likely will be at the lower end of the
guidance. The Company also reaffirmed its guidance for full-year reported
results as a loss of about $1 per share.


<PAGE>

         During the quarter, CMS Energy continued to make progress on its asset
sales program. It signed an agreement to sell its 6,000-acre Arcadia parcel on
Lake Michigan to the Grand Traverse Regional Land Conservancy. The Company also
signed an agreement to sell its 51 percent interest in the Marysville
underground storage terminal near Port Huron, Mich. Both sales are expected to
close before the end of the year.

         CMS Energy is working to realize $900 million in net proceeds from
asset sales in 2003, although several potential transactions that require
regulatory approvals may not occur until 2004.

         The successful asset sales program is helping CMS Energy to continue to
reduce its debt, dropping it from $7.3 billion at the end of 2002 to a projected
$6.2 billion at the end of 2003.

         A recent CMS Energy highlight was a J.D. Power and Associates study
that found Consumers Energy's natural gas utility ranked highest for customer
satisfaction in the Midwest for the second year in a row.

         Ken Whipple, CMS Energy's chairman and chief executive officer, said
the J.D. Power award reflects the Company's underlying operational strength.
"That strength comes from our employees, who are among the best in the energy
business and are committed to superior customer service," he said.

         Whipple added: "Our business plan is solid, although our financial
results are down this quarter as we continue the transition to a smaller,
utility-based company. We are continuing to increase our financial flexibility,
reduce debt, and meet commitments."

         CMS Energy is an integrated energy company, which has as its primary
business operations an electric and natural gas utility, natural gas pipeline
systems, and independent power generation.

                                      # # #

For more information on CMS Energy, please visit our web site at:
www.cmsenergy.com

Media Contacts: Jeff Holyfield, 517-788-2394, or Dan Bishop, 517/788-2395

Investment Analyst Contact: CMS Energy Investor Relations, 517/788-2590

This news release contains "forward-looking statements" within the meaning of
the safe harbor provisions of the federal securities laws. It should be read in
conjunction with the forward-looking statements cautionary factors in CMS
Energy's Securities and Exchange Commission filings that identify important
factors that could cause CMS Energy's results to differ materially from those
anticipated in such statements.
<PAGE>
                             CMS Energy Corporation
                        SUMMARY OF CONSOLIDATED EARNINGS
                    Condensed Consolidated Income Statements
                      (Millions, Except Per Share Amounts)


<TABLE>
<CAPTION>
                                                 Third Quarter             Nine Months
                                                  (Unaudited)              (Unaudited)
                                             ----------------------   ----------------------
                                               2003         2002        2003         2002
                                             ---------    ---------   ---------    ---------
<S>                                          <C>          <C>         <C>          <C>
Operating Revenue                            $   1,016    $   2,534   $   4,059    $   6,843

Earnings from Equity
   Method Investees                                 20           41         120          126

Operating Expenses                                 907        2,385       3,629        6,353
                                             ---------    ---------   ---------    ---------

Operating Income                             $     129    $     190   $     550    $     616

Other Income (Deductions)                            -            2          (3)          34

Fixed Charges                                      179          127         451          381

Income Tax Expense (Benefit)                       (16)          54          58          128

Minority Interests                                   -            -           1            1
                                             ---------    ---------   ---------    ---------

Income (Loss) from Continuing Operations     $     (34)   $      11   $      37    $     140

Income (Loss) from Discontinued Operations         (43)          25         (56)        (153)

Cumulative Effect of Accounting Changes              -            1         (24)          18
                                             ---------    ---------   ---------    ---------

Net Income (Loss)                            $     (77)   $      37   $     (43)   $       5
                                             =========    =========   =========    =========

Earnings (Loss) Per Share

             Basic                           $   (0.51)   $    0.26   $   (0.29)   $    0.04

             Diluted                             (0.51)        0.26       (0.29)        0.04
</TABLE>






<PAGE>
                             CMS Energy Corporation
                      SUMMARIZED COMPARATIVE BALANCE SHEETS
                              (Millions of Dollars)

<TABLE>
<CAPTION>
                                                 As of September 30 (Unaudited)
                                                 -----------------------------       December 31
                                                    2003              2002              2002
                                                 -----------       -----------       -----------
<S>                                              <C>               <C>               <C>
ASSETS
Cash and cash equivalents                        $       664       $       332       $       359
Restricted cash                                          205                18                38
Other current assets                                   1,806             1,940             2,351
                                                 -----------       -----------       -----------
   Total current assets                          $     2,675       $     2,290       $     2,748
Net plant and property                                 5,742             5,630             5,230
Investments                                            1,425             1,567             1,393
Non-current assets                                     2,469             4,910             4,544
                                                 -----------       -----------       -----------
Total assets                                     $    12,311       $    14,397       $    13,915
                                                 ===========       ===========       ===========

STOCKHOLDERS' INVESTMENT
  AND LIABILITIES
Capitalization
   Debt
     Long-term debt (excluding
        Securitization)                          $     5,885       $     5,215       $     4,930
     Capital leases                                      116               110               116
     Notes Payable                                         4               235               458
     Current portion of long-term
        debt and capital leases
         (excluding securitization)                      156               574               613
                                                 -----------       -----------       -----------
     Total debt                                  $     6,161       $     6,134       $     6,117
   Preferred stock and securities                        707               927               927
   Minority interest                                      23                12                21
   Common stockholders' equity                         1,353             1,829             1,133
                                                 -----------       -----------       -----------
   Total capitalization                          $     8,244       $     8,902       $     8,198
Securitization debt                                      434               460               453
Current liabilities                                    1,009             1,711             1,800
Non-current liabilities                                2,624             3,324             3,464
                                                 -----------       -----------       -----------
Total Stockholders' Investment and Liabilities   $    12,311       $    14,397       $    13,915
                                                 ===========       ===========       ===========
</TABLE>

                             CMS Energy Corporation
                       SUMMARIZED STATEMENTS OF CASH FLOWS
                              (Millions of Dollars)

<TABLE>
<CAPTION>
                                                  Nine Months
                                                  (Unaudited)
                                            ----------------------
                                              2003         2002
                                            ---------    ---------
<S>                                         <C>          <C>
Beginning of Period Cash                    $     359    $     123
                                            ---------    ---------
     Cash (used in) provided by
        operating activities                $     (14)   $     333
     Cash provided by investing activites         501          884
     Cash used in financing activities           (184)      (1,008)
     Currency Translation Adjustment                2            -
                                            ---------    ---------
        Total Cash Flow                     $     305    $     209
                                            ---------    ---------
End of Period Cash                          $     664    $     332
                                            =========    =========
</TABLE>


<PAGE>

                             CMS Energy Corporation
                        SUMMARY OF CONSOLIDATED EARNINGS
 Reconciliations of GAAP Net Income (Loss) to Non-GAAP Ongoing Net Income (Loss)
                      (Millions, Except Per Share Amounts)

<TABLE>
<CAPTION>
                                                           Third Quarter         Nine Months
                                                            (Unaudited)          (Unaudited)
                                                       --------------------  --------------------
                                                         2003       2002       2003       2002
                                                       ---------  ---------  ---------  ---------
<S>                                                    <C>        <C>        <C>        <C>
NET INCOME (LOSS)                                      $     (77) $      37  $     (43) $       5

Reconciling Items:
      Discontinued Operations (Income) Loss                   43        (25)        56        153
      Cumulative Effect of Accounting Changes:
           EITF #02-03 MTM Accounting                          -          -         23          -
           SFAS No. 143 Asset Retirement Obligation            -          -          1          -
           SFAS No. 133 Derivative Accounting                  -         (1)         -        (18)
      Net Asset (Gain)/Loss and Other                         35         54         43         21
                                                       ---------  ---------  ---------  ---------
Ongoing Net Income - Non-GAAP Basis                    $       1  $      65  $      80  $     161
                                                       =========  =========  =========  =========

Average Number of Common Shares Outstanding
      Basic                                                  152        144        147        137
      Diluted                                                157        148        151        142

BASIC EARNINGS (LOSS) PER AVERAGE COMMON SHARE

Earnings (Loss) Per Share as Reported                  $   (0.51) $    0.26  $   (0.29) $    0.04

Reconciling Items:
      Discontinued Operations (Income) Loss                 0.29      (0.17)      0.38       1.11
      Cumulative Effect of Accounting Changes:
           EITF #02-03 MTM Accounting                          -          -       0.15          -
           SFAS No. 143 Asset Retirement Obligations           -          -       0.01          -
           SFAS No. 133 Derivative Accounting                  -      (0.01)         -      (0.13)
      Net Asset (Gain)/Loss and Other                       0.23       0.38       0.30       0.16
                                                       ---------  ---------  ---------  ---------
Ongoing Net Income - Non-GAAP Basis                    $    0.01  $    0.46  $    0.55  $    1.18
                                                       =========  =========  =========  =========

DILUTED EARNINGS (LOSS) PER AVERAGE COMMON SHARE

Earnings (Loss) Per Share as Reported                  $   (0.51) $    0.26  $   (0.29) $    0.04

Reconciling Items:
      Discontinued Operations (Income) Loss                 0.29      (0.17)      0.38       1.11
      Cumulative Effect of Accounting Changes:
           EITF #02-03 MTM Accounting                          -          -       0.15          -
           SFAS No. 143 Asset Retirement Obligations           -          -       0.01          -
           SFAS No. 133 Derivative Accounting                  -      (0.01)         -      (0.13)
      Net Asset (Gain)/Loss and Other                       0.23       0.38       0.30       0.16
                                                       ---------  ---------  ---------  ---------
Ongoing Net Income - Non-GAAP Basis                    $    0.01  $    0.46  $    0.55  $    1.18
                                                       =========  =========  =========  =========
</TABLE>



</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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