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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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 6, 2001
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DUKE ENERGY FIELD SERVICES, LLC
(Exact name of registrant as specified in its charter)
DELAWARE 0-31095 76-0632293
(State of (Commission File (I.R.S. Employer
Incorporation) Number) Identification Number)
370 17TH STREET, SUITE 900
DENVER, COLORADO 80202
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (303) 595-3331
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ITEM 5. OTHER EVENTS
Ratio of Earnings to Fixed Charges
The following table sets forth the consolidated ratio of earnings to
fixed charges for the periods indicated for Duke Energy Field Services, LLC (the
"Company"). From a financial reporting perspective, the Company is the successor
to Duke Energy Corporation's North American midstream natural gas business. The
subsidiaries of Duke Energy Corporation that conducted this business were
contributed to the Company in March 2000 immediately prior to the combination of
these subsidiaries with the North American midstream natural gas business of
Phillips Petroleum Company. For periods prior to the March 31, 2000 combination,
the Company and these former subsidiaries of Duke Energy collectively are
referred to as the "Predecessor Company."
<Table>
<Caption>
PREDECESSOR COMPANY COMPANY
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NINE MONTHS ENDED
1996 1997 1998 1999 2000 SEPTEMBER 30, 2001
------ ------ ------ ------ ----- ------------------
Ratio of earnings to fixed charges........... 9.11 2.52 1.07 2.33 3.43 3.64
</Table>
For purposes of calculating the ratios of earnings to fixed charges:
(1) "earnings" means income before extraordinary charges plus income taxes and
fixed charges, and (2) "fixed charges" include interest on indebtedness,
amortization of deferred financing costs, and that portion of lease expense that
is deemed to be representative of an interest factor. The ratio includes amounts
from the Company, all of the Company's majority-owned subsidiaries and the
Company's proportionate share of distributed amounts from 50% owned investments
accounted for using the equity method.
Notes Offering
On November 6, 2001, the Company entered into an underwriting agreement
with the underwriters named therein to sell $300,000,000 aggregate principal
amount of 5.75% Notes due 2006 (the "Notes"). Closing of the sale of the Notes
is expected to occur on November 9, 2001.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Exhibit No. Description of Exhibit
1.1 Underwriting Agreement among Duke Energy Field
Services, LLC and the Underwriters named therein
dated as of November 6, 2001.
4.1 Third Supplemental Indenture between Duke Energy
Field Services, LLC and The Chase Manhattan Bank, as
Trustee, dated as of November 9, 2001.
4.2 Form of 5.75% Notes due 2006 (included in Exhibit 4.1
as Exhibit A thereto).
12.1 Statement regarding Computation of Ratio of Earnings
to Fixed Charges.
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SIGNATURE
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 hereunto duly authorized.
Dated: November 9, 2001
DUKE ENERGY FIELD SERVICES, LLC
By: /s/ JOHN E. JACKSON
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John E. Jackson
Vice President and Chief Financial Officer
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INDEX TO EXHIBITS
<Table>
<Caption>
EXHIBIT
NUMBER DESCRIPTION
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1.1 Underwriting Agreement among Duke Energy Field Services, LLC and
the Underwriters named therein dated as of November 6, 2001.
4.1 Third Supplemental Indenture between Duke Energy Field Services,
LLC and The Chase Manhattan Bank, as Trustee, dated as of
November 9, 2001.
4.2 Form of 5.75% Notes due 2006 (included in Exhibit 4.1 as Exhibit
A thereto).
12.1 Statement regarding Computation of Ratio of Earnings to Fixed
Charges.
</Table>
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