UNITED STATES
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): | November 9, 2009 |
|
| Name of Registrant, State of |
| IRS Employer |
1-40 |
| PACIFIC ENTERPRISES |
| 94-0743670 |
|
|
|
|
|
1-1402 |
| SOUTHERN CALIFORNIA GAS COMPANY |
| 95-1240705 |
|
(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) |
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[ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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[ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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[ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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2
FORM 8-K
Item 2.02 Results of Operations and Financial Condition.
The information furnished in this Item 2.02 and in Exhibits 99.1 and 99.2 shall not be deemed to be "filed" for purposes of the Securities Exchange Act of 1934, nor shall it be deemed to be incorporated by reference in any filing of Pacific Enterprises or Southern California Gas Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
On November 9, 2009, Sempra Energy, of which Pacific Enterprises and Southern California Gas Company are consolidated subsidiaries, issued a press release announcing consolidated earnings of $317 million, or $1.27 per diluted share of common stock, for the third quarter of 2009. The press release has been posted on Sempra Energy's website (www.sempra.com) and a copy is attached as Exhibit 99.1.
Concurrently with the website posting of such press release and as noted therein, Sempra Energy also posted its Statement of Operations Data by Business Unit for the three months and nine months ended September 30, 2009 and 2008. A copy of such information is attached as Exhibit 99.2.
The Sempra Energy financial information contained in the press release includes, on a consolidated basis, information regarding Pacific Enterprises' and Southern California Gas Company's results of operations and financial condition.
Item 9.01 Financial Statements and Exhibits.
Exhibits
99.1
November 9, 2009 Sempra Energy News Release (including tables)
99.2
Sempra Energy's Statement of Operations Data by Business Unit for the three months and nine months ended September 30, 2009 and 2008.
3
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 thereunto duly authorized.
PACIFIC ENTERPRISES
(Registrant)
Date: November 9, 2009 | By: /s/ Robert Schlax |
| Robert Schlax |
|
SOUTHERN CALIFORNIA GAS COMPANY
(Registrant)
Date: November 9, 2009 | By: /s/ Robert Schlax |
| Robert Schlax |
|
4
Exhibit 99.1
NEWS RELEASE
Media Contact: | Doug Kline |
| Sempra Energy |
| (877) 866-2066 |
| www.sempra.com |
Financial Contact: | Glen Donovan |
| Sempra Energy |
| (877) 736-7727 |
| investor@sempra.com |
SEMPRA ENERGY THIRD-QUARTER
EARNINGS RISE
SAN DIEGO, Nov. 9, 2009 Sempra Energy (NYSE: SRE) today reported that earnings increased in the third quarter 2009 to $317 million, or $1.27 per diluted share, from $308 million, or $1.24 per diluted share, in the third quarter 2008.
Earnings for the first nine months of 2009 were $831 million, or $3.37 per diluted share, up nearly 5 percent from $794 million, or $3.13 per diluted share, in the first nine months of last year.
Our results through the first nine months of the year benefited from the solid performance of our California utilities and our commodities business, as well as continued progress in the build-out of our natural gas infrastructure projects, said Donald E. Felsinger, chairman and chief executive officer of Sempra Energy. We remain on track to meet our 2009 financial targets.
OPERATING HIGHLIGHTS
San Diego Gas & Electric
Third-quarter earnings for San Diego Gas & Electric (SDG&E) were $108 million in 2009, compared with $123 million last year. Third-quarter 2008 results included $33 million in earnings from the retroactive application of SDG&Es rate case, approved in July 2008.
For the first nine months, SDG&E earnings rose to $277 million in 2009 from $258 million last year.
Southern California Gas Co.
Earnings for Southern California Gas Co. (SoCalGas) in the third quarter 2009 were $74 million, compared with $77 million in the third quarter 2008. Third-quarter 2008 results included $7 million in earnings from the retroactive application of SoCalGas rate case, approved in July 2008.
For the nine-month period, SoCalGas earnings increased to $198 million in 2009 from $190 million in 2008.
RBS Sempra Commodities
Earnings for Sempra Energys commodity operations concentrated in the RBS Sempra Commodities joint venture were $75 million in the third quarter 2009, compared with a loss of $8 million in last years third quarter, due primarily to improved performance in natural gas marketing. Results in last years third quarter were negatively impacted by losses in power marketing caused by the steep decline in commodity prices during the quarter.
For the nine-month period, earnings from Sempra Energys commodity operations increased to $274 million in 2009 from $181 million last year.
Last week, as part of its ongoing restructuring plan responding to increased government investment, The Royal Bank of Scotland (RBS) announced its intention to divest several of its assets, including its 51-percent stake in the RBS Sempra Commodities joint venture. RBS has told Sempra Energy that the bank will comply with the joint-venture agreement and execute the sale in an orderly manner to maximize the value of the business. RBS also said it is committed to maintaining the usual liquidity, credit and funding operations for the joint venture.
Sempra Generation
In the third quarter 2009, Sempra Generations earnings were $43 million, compared with $94 million in the third quarter 2008. Sempra Generation benefited in last years third quarter from $28 million of mark-to-market earnings on long-term contracts with RBS Sempra Commodities and other counterparties, as well as $8 million from a solar investment tax credit and more favorable market pricing.
For the first nine months of 2009, Sempra Generation earned $119 million, compared with $162 million in the same period a year ago.
In September, Sempra Generation announced it has become an equal partner with BP Wind Energy in the Fowler Ridge II Wind Farm project in Indiana, scheduled to commence operations in the fourth quarter 2009. The entire output of the 200-megawatt facility already has been sold under four, 20-year contracts.
Sempra Pipelines & Storage
Third-quarter 2009 earnings for Sempra Pipelines & Storage increased to $54 million from $34 million, due primarily to lower income taxes and increased contributions from the Rockies Express pipeline.
For the nine-month period, earnings for Sempra Pipelines & Storage were $64 million in 2009, compared with $84 million last year. In the second quarter 2009, Sempra Pipelines & Storage recorded an after-tax charge of $64 million for the write-off of some of its Louisiana natural gas storage assets.
Sempra LNG
Sempra LNG had a break-even third quarter 2009, compared with earnings of $4 million in the prior-years quarter.
For the nine-month period, Sempra LNG had a net loss of $19 million in 2009, compared with a net loss of $33 million last year.
Internet Broadcast
Sempra Energy will broadcast a live discussion of its earnings results over the Internet today at 1 p.m. EST with senior management of the company. Access is available by logging onto the Web site at www.sempra.com. For those unable to log onto the live webcast, the teleconference will be available on replay a few hours after its conclusion by dialing (888) 203-1112 and entering the passcode 9848386.
Sempra Energy, based in San Diego, is a Fortune 500 energy services holding company with 2008 revenues of nearly $11 billion. The Sempra Energy companies 13,600 employees serve more than 29 million consumers worldwide.
Complete financial tables, including income-statement information by business unit, are available on Sempra Energys Web site at http://www.sempra.com/downloads/3Q2009.pdf.
This press release contains statements that are not historical fact and constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by words like believes, expects, anticipates, intends, plans, estimates, may, would, could, should, or similar expressions, or discussions of strategies, plans or intentions. Forward-looking statements are not guarantees of performance. They involve risks, uncertainties and assumptions. Future results may differ materially from those expressed in the forward-looking statements. Forward-looking statements are necessarily based upon various assumptions involving judgments with respect to the future and other risks, including, among others: local, regional, nationa l and international economic, competitive, political, legislative and regulatory conditions and developments; actions by the California Public Utilities Commission, California State Legislature, California Department of Water Resources, Federal Energy Regulatory Commission, Federal Reserve Board, and other regulatory and governmental bodies in the United States, the United Kingdom and other countries; capital market conditions and inflation, interest and exchange rates; energy and trading markets, including the timing and extent of changes and volatility in commodity prices; the availability of electric power, natural gas and liquefied natural gas; weather conditions and conservation efforts; war and terrorist attacks; business, regulatory, environmental and legal decisions and requirements; the status of deregulation of retail natural gas and electricity delivery; the timing and success of business development efforts; the resolution of litigation; and other uncertainties, all of which are difficult t o predict and many of which are beyond the control of the company. These risks and uncertainties are further discussed in the reports that Sempra Energy has filed with the Securities and Exchange Commission. These reports are available through the EDGAR system without charge at the SECs Web site, www.sec.gov and on the companys Web site, at www.sempra.com.
Sempra Pipelines & Storage, Sempra Generation, Sempra LNG and RBS Commodities dba Sempra Energy Solutions and Sempra Energy Trading are not the same companies as the utility, San Diego Gas & Electric (SDG&E) or Southern California Gas Company (SoCalGas), and Sempra Pipelines & Storage, Sempra Generation, Sempra LNG and RBS Commodities dba Sempra Energy Solutions and Sempra Energy Trading are not regulated by the California Public Utilities Commission.
###
SEMPRA ENERGY | ||||||||
Table A | ||||||||
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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | ||||||||
| ||||||||
|
| Three months ended September 30, | Nine months ended September 30, | |||||
(Dollars in millions, except per share amounts) |
| 2009 |
| 2008* |
| 2009 |
| 2008* |
| (unaudited) | |||||||
REVENUES |
|
|
|
|
|
|
|
|
Sempra Utilities |
| $ 1,424 |
| $ 2,013 |
| $ 4,382 |
| $ 6,190 |
Sempra Global and parent |
| 429 |
| 679 |
| 1,268 |
| 2,275 |
Total revenues |
| 1,853 |
| 2,692 |
| 5,650 |
| 8,465 |
|
|
|
|
|
|
|
|
|
EXPENSES AND OTHER INCOME |
|
|
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|
|
|
|
|
Sempra Utilities: |
|
|
|
|
|
|
|
|
Cost of natural gas |
| (208) |
| (689) |
| (997) |
| (2,708) |
Cost of electric fuel and purchased power |
| (208) |
| (311) |
| (508) |
| (694) |
Sempra Global and parent: |
|
|
|
|
|
|
|
|
Cost of natural gas, electric fuel and purchased power | (220) |
| (431) |
| (675) |
| (1,353) | |
Other cost of sales |
| (19) |
| (15) |
| (52) |
| (168) |
Operation and maintenance |
| (571) |
| (564) |
| (1,676) |
| (1,816) |
Depreciation and amortization |
| (196) |
| (162) |
| (568) |
| (508) |
Franchise fees and other taxes |
| (77) |
| (76) |
| (228) |
| (230) |
Gains on sale of assets |
| - |
| - |
| 3 |
| 114 |
Write-off of long-lived assets |
| - |
| - |
| (132) |
| - |
Equity earnings (losses): |
|
|
|
|
|
|
|
|
RBS Sempra Commodities LLP |
| 105 |
| (4) |
| 384 |
| 142 |
Other |
| 18 |
| 14 |
| 27 |
| 29 |
Other income (expense), net |
| 24 |
| (21) |
| 97 |
| 30 |
Interest income |
| 5 |
| 12 |
| 16 |
| 36 |
Interest expense |
| (96) |
| (67) |
| (257) |
| (165) |
Income before income taxes and equity earnings of certain unconsolidated subsidiaries |
| 410 |
| 378 |
| 1,084 |
| 1,174 |
Income tax expense |
| (128) |
| (94) |
| (327) |
| (423) |
Equity earnings, net of income tax |
| 20 |
| 18 |
| 59 |
| 57 |
Net income |
| 302 |
| 302 |
| 816 |
| 808 |
(Earnings) losses attributable to noncontrolling interests | 17 |
| 8 |
| 22 |
| (7) | |
Preferred dividends of subsidiaries |
| (2) |
| (2) |
| (7) |
| (7) |
Earnings |
| $ 317 |
| $ 308 |
| $ 831 |
| $ 794 |
|
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|
|
|
|
|
Basic earnings per common share |
| $ 1.30 |
| $ 1.26 |
| $ 3.42 |
| $ 3.18 |
Weighted-average number of shares outstanding, basic (thousands) |
| 243,925 |
| 243,793 |
| 242,806 |
| 249,311 |
|
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|
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|
|
|
|
Diluted earnings per common share |
| $ 1.27 |
| $ 1.24 |
| $ 3.37 |
| $ 3.13 |
Weighted-average number of shares outstanding, diluted (thousands) |
| 248,461 |
| 247,904 |
| 246,875 |
| 253,407 |
Dividends declared per share of common stock |
| $ 0.39 |
| $ 0.35 |
| $ 1.17 |
| $ 1.02 |
|
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|
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* As adjusted for the retrospective adoption of ASC 810 (SFAS 160). | ||||||||
|
SEMPRA ENERGY | |||||||
Table B | |||||||
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CONDENSED CONSOLIDATED BALANCE SHEETS |
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| |||
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|
| September 30, |
| December 31, |
(Dollars in millions) |
| 2009 |
| 2008* | |||
|
|
|
|
| (unaudited) | ||
Assets |
|
|
|
|
| ||
Current assets: |
|
|
|
| |||
| Cash and cash equivalents |
| $ 756 |
| $ 331 | ||
| Short-term investments |
| - |
| 176 | ||
| Restricted cash |
| 27 |
| 27 | ||
| Accounts receivable, net |
| 744 |
| 981 | ||
| Due from unconsolidated affiliates |
| 19 |
| 4 | ||
| Income taxes receivable |
| 139 |
| 195 | ||
| Deferred income taxes |
| 117 |
| 31 | ||
| Inventories |
| 296 |
| 320 | ||
| Regulatory assets |
| 48 |
| 121 | ||
| Fixed-price contracts and other derivatives |
| 111 |
| 160 | ||
| Insurance receivable related to wildfire litigation |
| 266 |
| - | ||
| Other |
| 173 |
| 130 | ||
|
|
| Total current assets |
| 2,696 |
| 2,476 |
|
|
|
|
|
|
|
|
Investments and other assets: |
|
|
|
| |||
| Regulatory assets arising from fixed-price contracts and other derivatives |
| 232 |
| 264 | ||
| Regulatory assets arising from pension and other postretirement benefit obligations |
| 1,218 |
| 1,188 | ||
| Other regulatory assets |
| 568 |
| 534 | ||
| Nuclear decommissioning trusts |
| 664 |
| 577 | ||
| Investment in RBS Sempra Commodities LLP |
| 2,094 |
| 2,082 | ||
| Other investments |
| 2,019 |
| 1,166 | ||
| Goodwill and other intangible assets |
| 527 |
| 539 | ||
| Sundry |
| 605 |
| 709 | ||
|
|
| Total investments and other assets |
| 7,927 |
| 7,059 |
Property, plant and equipment, net |
| 17,772 |
| 16,865 | |||
Total assets |
| $ 28,395 |
| $ 26,400 | |||
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Liabilities and Equity |
|
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|
| |||
Current liabilities: |
|
|
|
| |||
| Short-term debt |
| $ 851 |
| $ 503 | ||
| Accounts payable |
| 581 |
| 856 | ||
| Due to unconsolidated affiliates |
| 16 |
| 38 | ||
| Dividends and interest payable |
| 209 |
| 156 | ||
| Accrued compensation and benefits |
| 221 |
| 280 | ||
| Regulatory balancing accounts, net |
| 605 |
| 335 | ||
| Current portion of long-term debt |
| 622 |
| 410 | ||
| Fixed-price contracts and other derivatives |
| 99 |
| 180 | ||
| Customer deposits |
| 145 |
| 170 | ||
| Reserve for wildfire litigation |
| 289 |
| - | ||
| Other |
| 672 |
| 684 | ||
|
|
| Total current liabilities |
| 4,310 |
| 3,612 |
Long-term debt |
| 6,845 |
| 6,544 | |||
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Deferred credits and other liabilities: |
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| |||
| Due to unconsolidated affiliate |
| 102 |
| 102 | ||
| Customer advances for construction |
| 144 |
| 155 | ||
| Pension and other postretirement benefit obligations, net of plan assets |
| 1,518 |
| 1,487 | ||
| Deferred income taxes |
| 1,278 |
| 946 | ||
| Deferred investment tax credits |
| 54 |
| 57 | ||
| Regulatory liabilities arising from removal obligations |
| 2,546 |
| 2,430 | ||
| Asset retirement obligations |
| 1,212 |
| 1,159 | ||
| Other regulatory liabilities |
| 202 |
| 219 | ||
| Fixed-price contracts and other derivatives |
| 348 |
| 392 | ||
| Deferred credits and other |
| 774 |
| 909 | ||
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|
| Total deferred credits and other liabilities |
| 8,178 |
| 7,856 |
Preferred stock of subsidiary |
| 79 |
| 79 | |||
Equity: |
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|
| |||
| Total Sempra Energy shareholders' equity |
| 8,745 |
| 7,969 | ||
| Preferred stock of subsidiaries |
| 100 |
| 100 | ||
| Other noncontrolling interests |
| 138 |
| 240 | ||
|
|
| Total equity |
| 8,983 |
| 8,309 |
Total liabilities and equity |
| $ 28,395 |
| $ 26,400 | |||
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* As adjusted for the retrospective adoption of ASC 810 (SFAS 160). | |||||||
SEMPRA ENERGY | |||||
Table C | |||||
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CONDENSED STATEMENTS OF CONSOLIDATED CASH FLOWS |
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|
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| Nine months ended | ||
|
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| September 30, | ||
(Dollars in millions) |
| 2009 |
| 2008* | |
|
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| (unaudited) | ||
Cash Flows from Operating Activities: |
|
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| |
Net income |
| $ 816 |
| $ 808 | |
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
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| |
| Depreciation and amortization |
| 568 |
| 508 |
| Deferred income taxes and investment tax credits |
| 181 |
| 165 |
| Equity earnings |
| (470) |
| (228) |
| Gains on sale of assets |
| (3) |
| (114) |
| Write-off of long-lived assets |
| 132 |
| - |
| Fixed-price contacts and other derivatives |
| (27) |
| - |
| Other |
| 45 |
| 76 |
Net change in other working capital components |
| 220 |
| (408) | |
Distributions from RBS Sempra Commodities LLP |
| 407 |
| 56 | |
Changes in other assets |
| 81 |
| (3) | |
Changes in other liabilities |
| (66) |
| (55) | |
| Net cash provided by operating activities |
| 1,884 |
| 805 |
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Cash Flows from Investing Activities: |
|
|
|
| |
Expenditures for property, plant and equipment |
| (1,371) |
| (1,541) | |
Proceeds from sale of assets, net of cash sold |
| 179 |
| 2,071 | |
Expenditures for investments |
| (762) |
| (2,180) | |
Distributions from investments |
| 16 |
| 23 | |
Purchases of nuclear decommissioning and other trust assets |
| (167) |
| (361) | |
Proceeds from sales by nuclear decommissioning and other trusts |
| 155 |
| 350 | |
Decrease in notes receivable from unconsolidated affiliate |
| - |
| 60 | |
Other |
| (20) |
| (18) | |
| Net cash used in investing activities |
| (1,970) |
| (1,596) |
|
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Cash Flows from Financing Activities: |
|
|
|
| |
Common dividends paid |
| (255) |
| (252) | |
Preferred dividends paid by subsidiaries |
| (7) |
| (7) | |
Issuances of common stock |
| 52 |
| 17 | |
Repurchases of common stock |
| - |
| (1,002) | |
(Decrease) increase in short-term debt, net |
| (52) |
| 985 | |
Issuances of long-term debt |
| 1,181 |
| 650 | |
Payments on long-term debt |
| (325) |
| (75) | |
Purchase of noncontrolling interest |
| (94) |
| - | |
Other |
| 11 |
| 5 | |
| Net cash provided by financing activities |
| 511 |
| 321 |
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|
Increase (decrease) in cash and cash equivalents |
| 425 |
| (470) | |
Cash and cash equivalents, January 1 |
| 331 |
| 668 | |
Cash and cash equivalents, September 30 |
| $ 756 |
| $ 198 | |
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* As adjusted for the retrospective adoption of ASC 810 (SFAS 160). |
SEMPRA ENERGY |
| |||||||||
Table D |
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BUSINESS UNIT EARNINGS AND CAPITAL EXPENDITURES & INVESTMENTS (Unaudited) | ||||||||||
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| Three months ended |
| Nine months ended |
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|
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| September 30, |
| September 30, |
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(Dollars in millions) | 2009 |
| 2008 |
| 2009 |
| 2008 |
| ||
Earnings (Losses) |
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| San Diego Gas & Electric | $ 108 |
| $ 123 |
| $ 277 |
| $ 258 |
| |
| Southern California Gas | 74 |
| 77 |
| 198 |
| 190 |
| |
| Sempra Commodities(1) | 75 |
| (8) |
| 274 |
| 181 |
| |
| Sempra Generation | 43 |
| 94 |
| 119 |
| 162 |
| |
| Sempra Pipelines & Storage | 54 |
| 34 |
| 64 |
| 84 |
| |
| Sempra LNG | - |
| 4 |
| (19) |
| (33) |
| |
| Parent & Other | (37) |
| (16) |
| (82) |
| (48) |
| |
| Earnings | $ 317 |
| $ 308 |
| $ 831 |
| $ 794 |
| |
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(1) | Results for 2009 and the second and third quarters of 2008 include the company's portion of RBS Sempra Commodities' joint venture earnings and interest, income taxes, cost allocations and other items associated with the joint venture. Results for the first quarter of 2008 include 100% of the commodities-marketing businesses. Both 2009 and 2008 include the results of Sempra Rockies Marketing. |
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| Three months ended |
| Nine months ended |
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|
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| September 30, |
| September 30, |
| ||||
(Dollars in millions) | 2009 |
| 2008 |
| 2009 |
| 2008 |
| ||
Capital Expenditures and Investments(1) |
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| ||
| San Diego Gas & Electric | $ 190 |
| $ 277 | (2) | $ 785 | (2) | $ 942 | (2) | |
| Southern California Gas | 109 |
| 108 |
| 336 |
| 350 |
| |
| Sempra Commodities | - |
| - |
| - |
| 37 |
| |
| Sempra Generation | 194 |
| 2 |
| 207 |
| 15 |
| |
| Sempra Pipelines & Storage | 395 |
| 43 |
| 723 |
| 345 |
| |
| Sempra LNG | 88 |
| 61 |
| 230 |
| 310 |
| |
| Parent & Other | 2 |
| 165 | (2) | 4 |
| 426 | (2) | |
| Eliminations(2) | - |
| (229) |
| (152) |
| (304) |
| |
| Consolidated Capital Expenditures and Investments | $ 978 |
| $ 427 |
| $ 2,133 |
| $ 2,121 |
| |
|
|
|
|
|
|
|
|
|
|
|
(1) | Investments do not include the $1.6 billion contribution to RBS Sempra Commodities in the second quarter of 2008. | |||||||||
|
|
|
|
|
|
|
|
|
|
|
(2) | During the nine months ended September 30, 2008, SDG&E and Parent & Other purchased $304 and $413, respectively, of SDG&E's industrial development bonds, including purchases and sales between the entities. As their cash flow needs changed, SDG&E purchased $68 of the bonds from Parent & Other during the three months ended September 30, 2008 and Parent & Other purchased $161 of the bonds from SDG&E in the same period. In the second quarter of 2009, SDG&E purchased $152 of the bonds from Parent & Other to facilitate their remarketing. |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SEMPRA ENERGY |
|
|
|
| ||||||
Table E |
|
|
|
| ||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OTHER OPERATING STATISTICS (Unaudited) |
|
|
|
|
|
|
| |||
|
|
|
|
|
|
| ||||
|
|
|
|
|
|
| ||||
|
|
|
|
|
|
| ||||
|
|
| Three months ended |
| Nine months ended |
| ||||
|
|
| September 30, |
| September 30, |
| ||||
SEMPRA UTILITIES | 2009 |
| 2008 |
| 2009 |
| 2008 |
| ||
|
|
|
|
|
|
|
|
|
|
|
Revenues (Dollars in millions) |
|
|
|
|
|
|
|
| ||
| SDG&E (excludes intercompany sales) | $ 771 |
| $ 945 |
| $ 2,130 |
| $ 2,439 |
| |
| SoCalGas (excludes intercompany sales) | $ 653 |
| $ 1,068 |
| $ 2,252 |
| $ 3,751 |
| |
|
|
|
|
|
|
|
|
|
|
|
Gas Sales (Bcf) | 61 |
| 63 |
| 272 |
| 288 |
| ||
Transportation and Exchange (Bcf) | 170 |
| 171 |
| 421 |
| 445 |
| ||
Total Deliveries (Bcf) | 231 |
| 234 |
| 693 |
| 733 |
| ||
|
|
|
|
|
|
|
|
|
|
|
Total Gas Customers (Thousands) |
|
|
|
| 6,599 |
| 6,565 |
| ||
|
|
|
|
|
|
|
|
|
|
|
Electric Sales (Millions of kWhs) | 4,636 |
| 4,716 |
| 12,768 |
| 13,012 |
| ||
Direct Access (Millions of kWhs) | 800 |
| 781 |
| 2,290 |
| 2,296 |
| ||
Total Deliveries (Millions of kWhs) | 5,436 |
| 5,497 |
| 15,058 |
| 15,308 |
| ||
|
|
|
|
|
|
|
|
|
|
|
Total Electric Customers (Thousands) |
|
|
|
| 1,377 |
| 1,370 |
| ||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SEMPRA GENERATION |
|
|
|
|
|
|
|
| ||
Power Sold (Millions of kWhs) | 5,317 |
| 5,707 |
| 16,526 |
| 16,825 |
| ||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SEMPRA PIPELINES & STORAGE |
|
|
|
|
|
|
|
| ||
(Represents 100% of the distribution operations of these subsidiaries, although subsidiaries in Argentina, Chile and Peru are not 100% owned by Sempra Energy. These subsidiaries are not consolidated within Sempra Energy and the related investments are accounted for under the equity method). |
| |||||||||
Natural Gas Sales (Bcf) |
|
|
|
|
|
|
|
| ||
| Argentina |
| 101 |
| 102 |
| 249 |
| 254 |
|
| Mexico |
| 5 |
| 4 |
| 14 |
| 14 |
|
| Mobile Gas | 8 |
| - | * | 24 |
| - | * | |
Natural Gas Customers (Thousands) |
|
|
|
|
|
|
|
| ||
| Argentina |
|
|
|
|
| 1,702 |
| 1,658 |
|
| Mexico |
|
|
|
|
| 91 |
| 95 |
|
| Mobile Gas |
|
|
|
| 92 |
| - | * | |
Electric Sales (Millions of kWhs) |
|
|
|
|
|
|
|
| ||
| Peru |
| 1,378 |
| 1,347 |
| 4,151 |
| 4,063 |
|
| Chile |
| 567 |
| 565 |
| 1,837 |
| 1,797 |
|
Electric Customers (Thousands) |
|
|
|
|
|
|
|
| ||
| Peru |
|
|
|
|
| 856 |
| 829 |
|
| Chile |
|
|
|
|
| 574 |
| 559 |
|
|
|
|
|
|
|
|
|
|
|
|
* Mobile Gas was acquired in October 2008. |
|
|
|
|
|
|
|
|
SEMPRA ENERGY | |||||||||||||
Table E (Continued) | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SEMPRA COMMODITIES |
|
|
|
|
|
|
|
|
|
|
|
| |
The following information for the Sempra Commodities segment includes information related to RBS Sempra Commodities LLP. RBS Sempra Commodities LLP acquired the commodity-marketing businesses of Sempra Energy on April 1, 2008. For the three and nine months ended September 30, 2009, the Sempra Commodities segment is composed primarily of the company's equity interest in RBS Sempra Commodities LLP, but also includes the results of Sempra Rockies Marketing. The margin and financial data below represent the total results of RBS Sempra Commodities LLP as calculated under International Financial Reporting Standards (IFRS). | |||||||||||||
|
|
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|
|
|
|
|
|
|
|
|
|
RBS Sempra Commodities LLP |
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Statistics |
|
|
|
|
|
|
|
|
|
|
|
| |
(in millions of US dollars) |
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
| Three |
|
|
| Three |
|
|
| Nine |
|
|
|
|
| months ended |
|
|
| months ended |
|
|
| months ended |
|
|
RBS Sempra Commodities LLP - Joint Venture level margin* |
| September 30, 2009 |
|
|
| September 30, 2008 |
|
|
| September 30, 2009 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Geographical: |
|
|
|
|
|
|
|
|
|
|
|
| |
| North America |
| $ 100 |
|
|
| $ (79) |
|
|
| $ 572 |
|
|
| Europe/Asia |
| 112 |
|
|
| 139 |
|
|
| 317 |
|
|
| Total |
| $ 212 |
|
|
| $ 60 |
|
|
| $ 889 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Product Line: |
|
|
|
|
|
|
|
|
|
|
|
| |
| Oil - Crude & Products |
| $ 24 |
|
|
| $ 22 |
|
|
| $ 217 |
|
|
| Power |
| 8 |
|
|
| (81) |
|
|
| 195 |
|
|
| Natural Gas |
| 103 |
|
|
| 57 |
|
|
| 248 |
|
|
| Metals |
| 86 |
|
|
| 62 |
|
|
| 221 |
|
|
| Other |
| (9) |
|
|
| - |
|
|
| 8 |
|
|
| Total |
| $ 212 |
|
|
| $ 60 |
|
|
| $ 889 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial Information |
|
|
|
|
|
|
|
|
|
|
|
| |
(in millions of US dollars) |
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RBS Sempra Commodities LLP |
| Three months ended September 30, 2009 |
| Three months ended September 30, 2008 |
| Nine months ended September 30, 2009 | |||||||
|
|
| Joint Venture |
| Sempra |
| Joint Venture |
| Sempra |
| Joint Venture |
| Sempra |
|
|
| Total |
| Share** |
| Total |
| Share** |
| Total |
| Share** |
| Fee income and trading revenue, net of selling costs |
| $ 212 |
|
|
| $ 60 |
|
|
| $ 889 |
|
|
| Operating and other expenses |
| (129) |
|
|
| (93) |
|
|
| (510) |
|
|
| Joint Venture distributable income |
| $ 83 |
|
|
| $ (33) |
|
|
| $ 379 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Preferred return on capital |
| $ 85 |
| $ 61 |
| $ 131 |
| $ 60 |
| $ 246 |
| $ 180 |
| 1st allocation - 70% Sempra / 30% RBS*** |
| (2) |
| (1) |
| (103) |
| (71) |
| 133 |
| 96 |
| 2nd allocation - 30% Sempra / 70% RBS |
| - |
| - |
| (61) |
| (18) |
| - |
| - |
| Distributable income |
| $ 83 |
| $ 60 |
| $ (33) |
| $ (29) |
| $ 379 |
| $ 276 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sempra Commodities Earnings |
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
| Three |
|
|
| Three |
|
|
| Nine |
|
|
|
|
| months ended |
|
|
| months ended |
|
|
| months ended |
(in millions of US dollars) |
|
|
| September 30, 2009 |
|
|
| September 30, 2008 |
|
|
| September 30, 2009 | |
| Sempra share of distributable income - IFRS basis |
|
|
| $ 60 |
|
|
| $ (29) |
|
|
| $ 276 |
| U.S. GAAP conversion impact |
|
|
| 45 |
|
|
| 25 |
|
|
| 108 |
| Sempra equity earnings before income taxes - U.S. GAAP basis |
|
|
| 105 |
|
|
| (4) |
|
|
| 384 |
| Income tax expense |
|
|
| (30) |
|
|
| 1 |
|
|
| (106) |
| Sempra equity earnings from RBS Sempra Commodities LLP |
|
|
| 75 |
|
|
| (3) |
|
|
| 278 |
| Other segment activity |
|
|
| - |
|
|
| (5) |
|
|
| (4) |
| Sempra Commodities earnings |
|
|
| $ 75 |
|
|
| $ (8) |
|
|
| $ 274 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* | Margin consists of operating revenues less cost of sales (primarily transportation and storage costs) reduced by certain transaction-related execution costs (primarily brokerage and other fees) and net interest income/expense. | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
** | After a 15% preferred return to Sempra and then a 15% return to RBS, Sempra receives 70% of the next $500 million and 30% of any remaining income on an annual basis. | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
*** | Includes certain transition costs specifically allocated to Sempra and RBS. |
|
|
|
|
|
|
|
|
|
| ||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exhibit 99.2
SEMPRA ENERGY |
|
|
| ||||||||||||||
Table F (Unaudited) |
|
|
| ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Statement of Operations Data by Business Unit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended September 30, 2009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in millions) |
| SDG&E |
| SoCalGas |
| Commodities |
| Generation |
| Pipelines & Storage |
| LNG |
| Consolidating Adjustments, Parent & Other |
|
| Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues |
| $ 773 |
| $ 662 |
| $ 24 |
| $ 250 |
| $ 98 |
| $ 68 |
| $ (22) |
|
| $ 1,853 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of Sales and Other Expenses |
| (520) |
| (457) |
| (23) |
| (167) |
| (74) |
| (60) |
| (2) |
|
| (1,303) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation & Amortization |
| (81) |
| (73) |
| - |
| (14) |
| (13) |
| (10) |
| (5) |
|
| (196) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity Earnings (Losses) Recorded Before Income Tax |
| - |
| - |
| 105 |
| 4 |
| 18 |
| - |
| (4) |
|
| 123 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Income (Expense), Net |
| 1 |
| (1) |
| - |
| (1) |
| - |
| - |
| 25 |
|
| 24 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (Loss) Before Interest & Tax (1) |
| 173 |
| 131 |
| 106 |
| 72 |
| 29 |
| (2) |
| (8) |
|
| 501 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Interest (Expense) Income (2) |
| (30) |
| (15) |
| (1) |
| 1 |
| (4) |
| (8) |
| (36) |
|
| (93) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Tax (Expense) Benefit |
| (53) |
| (42) |
| (30) |
| (30) |
| 9 |
| 10 |
| 8 |
|
| (128) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity Earnings Recorded Net of Income Tax |
| - |
| - |
| - |
| - |
| 20 |
| - |
| - |
|
| 20 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Earnings) Losses Attributable to Noncontrolling Interests |
| 18 |
| - |
| - |
| - |
| - |
| - |
| (1) |
|
| 17 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (Losses) |
| $ 108 |
| $ 74 |
| $ 75 |
| $ 43 |
| $ 54 |
| $ - |
| $ (37) |
|
| $ 317 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended September 30, 2008 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in millions) |
| SDG&E |
| SoCalGas |
| Commodities |
| Generation |
| Pipelines & Storage |
| LNG |
| Consolidating Adjustments, Parent & Other |
|
| Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues |
| $ 949 |
| $ 1,077 |
| $ 13 |
| $ 498 |
| $ 127 |
| $ 49 |
| $ (21) |
|
| $ 2,692 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of Sales and Other Expenses |
| (689) |
| (879) |
| (15) |
| (349) |
| (112) |
| (31) |
| (11) |
|
| (2,086) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation & Amortization |
| (68) |
| (67) |
| - |
| (14) |
| (5) |
| (6) |
| (2) |
|
| (162) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity Earnings (Losses) Recorded Before Income Tax |
| - |
| - |
| (4) |
| 8 |
| 10 |
| - |
| (4) |
|
| 10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Income (Expense), Net |
| 3 |
| (1) |
| - |
| (1) |
| (2) |
| (2) |
| (18) |
|
| (21) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (Loss) Before Interest & Tax (1) |
| 195 |
| 130 |
| (6) |
| 142 |
| 18 |
| 10 |
| (56) |
|
| 433 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Interest (Expense) Income (2) |
| (25) |
| (12) |
| (3) |
| (2) |
| 2 |
| (3) |
| (14) |
|
| (57) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Tax (Expense) Benefit |
| (54) |
| (41) |
| 1 |
| (46) |
| (5) |
| (3) |
| 54 |
|
| (94) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity Earnings Recorded Net of Income Tax |
| - |
| - |
| - |
| - |
| 18 |
| - |
| - |
|
| 18 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Losses Attributable to Noncontrolling Interests |
| 7 |
| - |
| - |
| - |
| 1 |
| - |
| - |
|
| 8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (Losses) |
| $ 123 |
| $ 77 |
| $ (8) |
| $ 94 |
| $ 34 |
| $ 4 |
| $ (16) |
|
| $ 308 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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(1) Management believes "Income (Loss) before Interest & Tax" is a useful measurement of our business units' performance because it can be used to evaluate the effectiveness of our operations exclusive of interest and income tax, neither of which is directly relevant to the efficiency of those operations. | |||||||||||||||||
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(2) Net Interest (Expense) Income includes Interest Income, Interest Expense and Preferred Dividends of Subsidiaries. |
SEMPRA ENERGY |
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Table F (Unaudited) |
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Statement of Operations Data by Business Unit |
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Nine Months Ended September 30, 2009 |
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(Dollars in millions) |
| SDG&E |
| SoCalGas |
| Commodities |
| Generation |
| Pipelines & Storage |
| LNG |
| Consolidating Adjustments, Parent & Other |
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| Total |
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Revenues |
| $ 2,136 |
| $ 2,276 |
| $ 50 |
| $ 792 |
| $ 328 |
| $ 125 |
| $ (57) |
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| $ 5,650 |
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Cost of Sales and Other Expenses |
| (1,437) |
| (1,698) |
| (49) |
| (551) |
| (378) | (1) | (142) |
| (10) |
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| (4,265) |
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Depreciation & Amortization |
| (239) |
| (220) |
| - |
| (43) |
| (32) |
| (23) |
| (11) |
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| (568) |
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Equity Earnings (Losses) Recorded Before Income Tax |
| - |
| - |
| 384 |
| (2) |
| 39 |
| - |
| (10) |
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| 411 |
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Other Income, Net |
| 45 |
| 4 |
| - |
| - |
| - |
| 1 |
| 47 |
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| 97 |
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Income (Loss) Before Interest & Tax (2) |
| 505 |
| 362 |
| 385 |
| 196 |
| (43) |
| (39) |
| (41) |
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| 1,325 |
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Net Interest Expense (3) |
| (78) |
| (49) |
| (7) |
| (1) |
| (10) |
| (12) |
| (91) |
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| (248) |
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Income Tax (Expense) Benefit |
| (141) |
| (115) |
| (104) |
| (76) |
| 26 |
| 32 |
| 51 |
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| (327) |
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Equity Earnings Recorded Net of Income Tax |
| - |
| - |
| - |
| - |
| 59 |
| - |
| - |
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| 59 |
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(Earnings) Losses Attributable to Noncontrolling Interests |
| (9) |
| - |
| - |
| - |
| 32 |
| - |
| (1) |
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| 22 |
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Earnings (Losses) |
| $ 277 |
| $ 198 |
| $ 274 |
| $ 119 |
| $ 64 |
| $ (19) |
| $ (82) |
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| $ 831 |
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Nine Months Ended September 30, 2008 |
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(Dollars in millions) |
| SDG&E |
| SoCalGas |
| Commodities |
| Generation |
| Pipelines & Storage |
| LNG |
| Consolidating Adjustments, Parent & Other |
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| Total |
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Revenues |
| $ 2,449 |
| $ 3,776 |
| $ 486 |
| $ 1,426 |
| $ 338 |
| $ 44 |
| $ (54) |
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| $ 8,465 |
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Cost of Sales and Other Expenses |
| (1,796) |
| (3,225) |
| (410) |
| (1,131) |
| (314) |
| (75) |
| (18) |
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| (6,969) |
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Depreciation & Amortization |
| (223) |
| (209) |
| (6) |
| (42) |
| (10) |
| (8) |
| (10) |
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| (508) |
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Gains (Losses) on Sale of Assets |
| 3 |
| - |
| 110 |
| 2 |
| - |
| - |
| (1) |
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| 114 |
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Equity Earnings (Losses) Recorded Before Income Tax |
| - |
| - |
| 142 |
| 10 |
| 30 |
| - |
| (11) |
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| 171 |
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Other Income (Expense), Net |
| 26 |
| 1 |
| - |
| 1 |
| 1 |
| 13 |
| (12) |
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| 30 |
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Income (Loss) Before Interest & Tax (2) |
| 459 |
| 343 |
| 322 |
| 266 |
| 45 |
| (26) |
| (106) |
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| 1,303 |
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Net Interest (Expense) Income (3) |
| (72) |
| (36) |
| (12) |
| (6) |
| 4 |
| (5) |
| (9) |
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| (136) |
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Income Tax (Expense) Benefit |
| (121) |
| (117) |
| (132) |
| (98) |
| (20) |
| (2) |
| 67 |
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| (423) |
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Equity Earnings Recorded Net of Income Tax |
| - |
| - |
| 3 |
| - |
| 54 |
| - |
| - |
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| 57 |
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Earnings (Losses) Attributable to Noncontrolling Interests |
| (8) |
| - |
| - |
| - |
| 1 |
| - |
| - |
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| (7) |
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Earnings (Losses) |
| $ 258 |
| $ 190 |
| $ 181 |
| $ 162 |
| $ 84 |
| $ (33) |
| $ (48) |
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| $ 794 |
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(1) Includes $132 million write-off of long-lived assets. |
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(2) Management believes "Income (Loss) before Interest & Tax" is a useful measurement of our business units' performance because it can be used to evaluate the effectiveness of our operations exclusive of interest and income tax, neither of which is directly relevant to the efficiency of those operations. | |||||||||||||||||
|
|
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(3) Net Interest (Expense) Income includes Interest Income, Interest Expense and Preferred Dividends of Subsidiaries. |