Caithness Coso Funding Corp, et al. – ‘8-K’ for 8/5/05

On:  Friday, 8/5/05, at 11:16am ET   ·   For:  8/5/05   ·   Accession #:  1088866-5-8   ·   File #s:  333-83815, -01, -02, -03

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Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                         3     20K 

Document Table of Contents

8-K
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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)        August 5, 2005
                                                        --------------

Caithness Coso Funding Corp.
----------------------------
(Exact name of registrant as specified in its charter)

     Delaware                      333-83815                94-3328762
     --------                      ---------                ----------
(State or other jurisdiction           (Commission              (IRS Employer   
      of incorporation)                File Number)          Identification No.)

Coso Finance Partners              California               68-0133679
Coso Energy Developers             California               94-3071296
Coso Power Developers              California               94-3102796
---------------------              ----------               ----------
(Exact names of Registrants          (State or other         (I.R.S. Employer 
as specified in their charters)       jurisdiction of        Identification No.)
            incorporation)

565 Fifth Avenue, 29th Floor, New York, New York          10017-2478
------------------------------------------------          ----------
    (Address of principal executive offices)              (Zip Code)

Registrant's telephone number, including area code   (212) 921-9099 
                                                    --------------

Not Applicable
--------------
(Former name or former address, if changed since last report.)

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))                                               

8-K
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     The Coso projects  consist of three 80 MW geothermal  power plants,  called
Navy I, BLM and Navy II, their transmission lines,  wells,  gathering system and
other  related  facilities.  Coso Finance  Partners  owns Navy I and its related
facilities,  Coso Energy Developers owns BLM and its related facilities and Coso
Power Developers owns Navy II and its related facilities. Coso Finance Partners,
Coso Energy Developers and Power Developers are collectively  referred to as the
"Coso Partnerships" and are registrants.                                        

     Caithness Coso Funding Corp.  ("Funding  Corp."),  also a registrant,  is a
single-purpose  Delaware  Corporation  formed  to issue  securities  for its own
account and act as an agent on behalf of the Coso Partnerships. On May 28, 1999,
Funding  Corp.  sold $413 million of senior  secured notes due December 15, 2009
(the  "Existing  Notes"),  of which  approximately  $208  million  is  currently
outstanding.  Pursuant to separate credit  agreements  between Funding Corp. and
each of the  Coso  Partnerships,  the net  proceeds  from  the  offering  of the
Existing Notes by Funding Corp. were loaned to the Coso Partnerships.           

Section 1 - Registrants Business and Operations                                 

Item 1.01 Entry into a Material Definitive Agreement                            

     On August 5, 2005,  Funding  Corp.  issued $375  million of senior  secured
bonds due June 15, 2019 and $90 million of  subordinated  secured notes due June
15, 2014 (collectively, the "Securities"). The senior bonds were issued pursuant
to an  Indenture  dated  August 5, 2005  between  Funding  Corp.  and U.S.  Bank
National  Association,  as trustee (the "Senior Indenture").  The Securities are
secured by the assets of Funding Corp. and the Coso  Partnerships and pledges of
the Coso  Partnerships'  interests by the owners thereof,  and are guaranteed by
each of the Coso Partnerships pursuant to security and guarantee agreements.    

Item 1.02 Termination of a Material Definitive Agreement                        

     The proceeds of the  Securities  will be put into an escrow account for the
benefit of the holders of the Existing Notes, and on approximately  September 6,
2005,  the proceeds of the escrow account will be released to the holders of the
Existing Notes to repay the Existing Notes in full.                             

     Effective  August 5, 2005,  under the terms of the Indenture (the "Existing
Indenture") of the Existing  Notes,  the covenants of Funding Corp. and the Coso
Partnerships  will be defeased,  and the related security  agreements and pledge
agreements of Funding Corp. and the Coso Partnerships pertaining to the Existing
Notes will be deemed to be satisfied  in full and will no longer be  enforceable
against Funding Corp. or the Coso Partnerships.                                 

Section 2 - Financial Information                                               

Item 2.03  Creation of a Direct Financial Obligation or an Obligation Under an  
Off-Balance Sheet Arrangement of a Registrant             

     On August 5, 2005,  Funding Corp.  issued the Securities that constitutes a
direct  financial  obligation of Funding Corp.  The  Securities are secured by a
first  priority lien (for senior  secured  bonds) and a  subordinated  lien (for
subordinated  secured notes) on the assets of Funding Corp. and on the assets of
the  Coso  Partnerships   pursuant  to  separate  guarantees.   Such  guarantees
constitute  obligations  under an off-balance  balance sheet  arrangement of the
Coso Partnerships and are joint and several, unconditional guarantees of payment
of the Securities.                                                              

Item 2.04  Triggering Events That Accelerate or Increase a Direct Financial     
        Obligation or an Obligation Under an Off-Balance Sheet Arrangement

     The  issuance of the  Securities  triggers  acceleration  of the  principal
amount of the  Existing  Notes  under the  Existing  Indenture.  Therefore,  the
proceeds from the issuance of the Securities  will be placed in escrow on August
5, 2005, for the benefit of the holders of the Existing  Notes.  Under the terms
of the Existing Indenture,  the covenants prohibiting the issuance of the Senior
Bonds and Subordinated Notes will be defeased on August 5, 2005, and the related
security  agreements  and  pledge  agreements  of  Funding  Corp.  and the  Coso
Partnerships  will be  deemed  to be  satisfied  in full and will no  longer  be
enforceable against Funding Corp. or the Coso Partnerships.  Upon release of the
funds  held in escrow to the  holders  of the  Existing  Notes on  approximately
September 6, 2005,  the Existing Notes will be repaid in full and will no longer
be enforceable against Funding Corp. or the Coso Partnerships,  and the Existing
Indenture and related  guarantees of the Coso  Partnerships will be deemed to be
satisfied in full and will no longer be enforceable against Funding Corp. or the
Coso Partnerships.                                                              

8-K
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SIGNATURES

Pursuant  to the  requirements  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.                                          

                           CAITHNESS COSO FUNDING CORP.,
                    a Delaware corporation

Date:  August 5, 2005                  By:  /S/ CHRISTOPHER T. MCCALLION        
                                    ----------------------------
                                        Christopher T. McCallion
                                          Executive Vice President &
                                       Chief Financial Officer
                                        (Principal Financial and
                                   Accounting Officer)

                                  COSO FINANCE PARTNERS AND SUBSIDIARY
                              a California general Partnership

                        By: New CLOC Company, LLC,
                                      its Managing General Partner

                               By:  /S/ CHRISTOPHER T. MCCALLION
                                    ----------------------------
                                        Christopher T. McCallion
                                          Executive Vice President &
                                       Chief Financial Officer
                                        (Principal Financial and
                                   Accounting Officer)

                    COSO ENERGY DEVELOPERS
                              a California general Partnership

                        By: New CHIP Company, LLC,
                                      its Managing General Partner

                               By:  /S/ CHRISTOPHER T. MCCALLION
                                    ----------------------------
                                        Christopher T. McCallion
                                          Executive Vice President &
                                       Chief Financial Officer
                                        (Principal Financial and
                                   Accounting Officer)

                                  COSO POWER DEVELOPERS AND SUBSIDIARY
                              a California general Partnership

                       By: New CTC Company, LLC,
                                      its Managing General Partner

                               By:  /S/ CHRISTOPHER T. MCCALLION
                                    ----------------------------
                                        Christopher T. McCallion
                                          Executive Vice President &
                                       Chief Financial Officer
                                        (Principal Financial and
                                   Accounting Officer)

Dates Referenced Herein

				Referenced-On Page
This ‘8-K’ Filing		Date		First		Last			Other Filings
		6/15/19		2					None on these Dates
		6/15/14		2
		12/15/09		2
		9/6/05		2
Filed on / For Period End:		8/5/05		1		3
		5/28/99		2
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