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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------
FORM 10-K/A
AMENDMENT NO. 1
TO
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2003
Commission file number 1-11071
UGI CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Pennsylvania 23-2668356
(STATE OR OTHER JURISDICTION OF I.R.S. EMPLOYER IDENTIFICATION NO.)
INCORPORATION OR ORGANIZATION)
460 North Gulph Road, King of Prussia, PA 19406
(ADDRESS OF PRINCIPAL OFFICES) (ZIP CODE)
(610) 337-1000
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
NAME OF EACH EXCHANGE
TITLE OF CLASS ON WHICH REGISTERED
-------------- ---------------------
Common Stock, without par value New York Stock Exchange, Inc.
Philadelphia Stock Exchange, Inc.
Securities registered pursuant to Section 12(g) of the Act: None
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The undersigned registrant hereby amends Item 15 of its Annual Report on
Form 10-K for the fiscal year ended September 30, 2003 to include the financial
statements required by Form 11-K with respect to the UGI HVAC Enterprises, Inc.
Savings Plan, the UGI Utilities, Inc. Savings Plan and the AmeriGas Propane,
Inc. Savings Plan, as set forth in Exhibit No. 99.1.
PART IV: ADDITIONAL EXHIBITS, SCHEDULES AND REPORTS
ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a) DOCUMENTS FILED AS PART OF THIS REPORT:
(1) and (2) The financial statements and financial statement
schedules incorporated by reference or included in this report
are listed in the accompanying Index to Financial Statements
and Financial Statement Schedules set forth on pages F-2
through F-3 of this report, which is incorporated herein by
reference.
NOTICE REGARDING ARTHUR ANDERSEN LLP
Arthur Andersen LLP audited our consolidated financial
statements for the three years in the period ended September
30, 2001 and issued a report thereon dated November 16, 2001.
Arthur Andersen LLP has not reissued their report or consented
to the incorporation by reference of such report into the
Company's prospectuses for the offer and sale of common stock.
On June 15, 2002, Arthur Andersen LLP was convicted of
obstruction of justice by a federal jury in Houston, Texas in
connection with Arthur Andersen LLP's work for Enron Corp. On
September 15, 2002, a federal judge upheld this conviction.
Arthur Andersen LLP ceased its audit practice before the SEC
on August 31, 2002. Effective May 21, 2002, we terminated the
engagement of Arthur Andersen LLP as our independent
accountants and engaged PricewaterhouseCoopers LLP to serve as
our independent accountants for our fiscal years ending
September 30, 2002 and 2003. Because of the circumstances
currently affecting Arthur Andersen LLP, as a practical matter
it may not be able to satisfy any claims arising from the
provision of auditing services to us, including claims
available to security holders under federal and state
securities laws.
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(3) LIST OF EXHIBITS:
The exhibits filed as part of this report are as follows (exhibits
incorporated by reference are set forth with the name of the
registrant, the type of report and registration number or last date
of the period for which it was filed, and the exhibit number in such
filing):
INCORPORATION BY REFERENCE
EXHIBIT NO. EXHIBIT REGISTRANT FILING EXHIBIT
----------- ------- ---------- ------ -------
3.1 (Second) Amended and Restated Articles of UGI Amendment No. 1 on 3.(3)(a)
Incorporation of the Company Form 8 to Form 8-B
(4/10/92)
3.2 Bylaws of UGI as amended through September 30, UGI Form 10-K (9/30/03) 3.2
2003
4 Instruments defining the rights of security
holders, including indentures. (The Company
agrees to furnish to the Commission upon
request a copy of any instrument defining the
rights of holders of long-term debt not
required to be filed pursuant to Item
601(b)(4) of Regulation S-K)
4.1 Rights Agreement, as amended as of August 18, UGI Registration 4.3
2000, between the Company and Mellon Bank, Statement No.
N.A., successor to Mellon Bank (East) N.A., as 333-49080
Rights Agent, and Assumption Agreement dated
April 7, 1992
4.2 The description of the Company's Common Stock UGI Form 8-B/A 3.(4)
contained in the Company's registration (4/17/96)
statement filed under the Securities Exchange
Act of 1934, as amended
4.3 UGI's (Second) Amended and Restated Articles
of Incorporation and Bylaws referred to in 3.1
and 3.2 above
4.4 Note Agreement dated as of April 12, 1995 AmeriGas Form 10-Q 10.8
among The Prudential Insurance Company of Partners, L.P. (3/31/95)
America, Metropolitan Life Insurance Company,
and certain other institutional investors and
AmeriGas Propane, L.P., New AmeriGas Propane,
Inc. and Petrolane Incorporated
4.5 First Amendment dated as of September 12, 1997 AmeriGas Form 10-K 4.5
to Note Agreement dated as of April 12, 1995 Partners, L.P. (9/30/97)
("1995 Note Agreement")
4.6 Second Amendment dated as of September 15, AmeriGas Form 10-K 4.6
1998 to 1995 Note Agreement Partners, L.P. (9/30/98)
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INCORPORATION BY REFERENCE
EXHIBIT NO. EXHIBIT REGISTRANT FILING EXHIBIT
----------- ------- ---------- ------ -------
4.7 Third Amendment dated as of March 23, 1999 to AmeriGas Form 10-Q 10.2
1995 Note Agreement Partners, L.P. (3/31/99)
4.8 Fourth Amendment dated as of March 16, 2000 to AmeriGas Form 10-Q 10.2
1995 Note Agreement Partners, L.P. (6/30/00)
4.9 Fifth Amendment dated as of August 1, 2001 to AmeriGas Form 10-K 4.8
1995 Note Agreement Partners, L.P. (9/30/01)
4.9(a) Second Amended and Restated Agreement of AmeriGas Form 8-K 1
Limited Partnership of AmeriGas Partners, L.P. Partners, L.P. (9/30/00)
4.10 Amended and Restated Agreement of Limited AmeriGas Form 10-K 3.8
Partnership of AmeriGas Eagle Propane, L.P. Partners, L.P. (9/30/01)
dated July 19, 1999
10.1 Service Agreement (Rate FSS) dated as of UGI Form 10-K 10.5
November 1, 1989 between Utilities and (9/30/95)
Columbia, as modified pursuant to the orders
of the Federal Energy Regulatory Commission at
Docket No. RS92-5-000 reported at Columbia Gas
Transmission Corp., 64 FERC P61,060 (1993),
order on rehearing, 64 FERC P61,365 (1993)
10.2 Service Agreement (Rate FTS) dated June 1, Utilities Form 10-K (10)o.
1987 between Utilities and Columbia, as (12/31/90)
modified by Supplement No. 1 dated October 1,
1988; Supplement No. 2 dated November 1, 1989;
Supplement No. 3 dated November 1, 1990;
Supplement No. 4 dated November 1, 1990; and
Supplement No. 5 dated January 1, 1991, as
further modified pursuant to the orders of the
Federal Energy Regulatory Commission at Docket
No. RS92-5-000 reported at Columbia Gas
Transmission Corp., 64 FERC P61,060 (1993),
order on rehearing, 64 FERC P61,365 (1993)
10.3 Transportation Service Agreement (Rate FTS-1) Utilities Form 10-K (10)p.
dated November 1, 1989 between Utilities and (12/31/90)
Columbia Gulf Transmission Company, as
modified pursuant to the orders of the Federal
Energy Regulatory Commission in Docket No.
RP93-6-000 reported at Columbia Gulf
Transmission Co., 64 FERC P61,060 (1993),
order on rehearing, 64 FERC P61,365 (1993)
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INCORPORATION BY REFERENCE
EXHIBIT NO. EXHIBIT REGISTRANT FILING EXHIBIT
----------- ------- ---------- ------ -------
10.4 Amended and Restated Sublease Agreement dated UGI Form 10-K 10.35
April 1, 1988 between Southwest Salt Co. and (9/30/94)
AP Propane, Inc. (the "Southwest Salt Co.
Agreement")
10.5 Letter dated July 8, 1998 pursuant to Article UGI Form 10-K 10.5
1, Section 1.2 of the Southwest Salt Co. (9/30/99)
Agreement re: option to renew for period of
June 1, 2000 to May 31, 2005 and related
extension notice
10.6** UGI Corporation Directors Deferred UGI Form 10-K 10.6
Compensation Plan Amended and Restated as of (9/30/00)
January 1, 2000
10.7 [Intentionally omitted]
10.8** UGI Corporation Annual Bonus Plan dated March UGI Form 10-Q 10.4
8, 1996 (6/30/96)
10.9** UGI Corporation Directors' Equity Compensation UGI Form 10-Q 10.3
Plan Amended and Restated as of April 29, 2003 (3/31/03)
10.10** UGI Corporation 1997 Stock Option and Dividend UGI Form 10-Q 10.4
Equivalent Plan Amended and Restated as of (3/31/03)
April 29, 2003
10.11** UGI Corporation 1992 Directors' Stock Plan UGI Form 10-Q 10.2
Amended and Restated as of April 29, 2003 (3/31/03)
10.12** UGI Corporation Senior Executive Employee UGI Form 10-K 10.12
Severance Pay Plan effective January 1, 1997 (9/30/97)
10.13** UGI Corporation 2000 Directors' Stock Option UGI Form 10-Q 10.1
Plan Amended and Restated as of April 29, 2003 (3/31/03)
10.14** UGI Corporation 2000 Stock Incentive Plan UGI Form 10-Q 10.5
Amended and Restated as of April 29, 2003 (3/31/03)
10.15** 1997 Stock Purchase Loan Plan UGI Form 10-K 10.16
(9/30/97)
10.16** UGI Corporation Supplemental Executive UGI Form 10-Q 10
Retirement Plan Amended and Restated effective (6/30/98)
October 1, 1996
10.17 [Intentionally omitted]
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INCORPORATION BY REFERENCE
EXHIBIT NO. EXHIBIT REGISTRANT FILING EXHIBIT
----------- ------- ---------- ------ -------
10.18 Credit Agreement dated as of August 28, 2003 AmeriGas Form 10-K 10.1
among AmeriGas Propane, L.P., AmeriGas Partners, L.P. (9/30/03)
Propane, Inc., Petrolane Incorporated,
Wachovia Bank, National Association, as Agent,
Issuing Bank and Swing Line Bank, and certain
banks.
10.19 [Intentionally omitted]
10.20 Partnership Agreement of Hunlock Creek Energy Utilities Form 10-K 10.24
Ventures dated December 8, 2001 by and between (9/30/01)
UGI Hunlock Development Company and Allegheny
Energy Supply Hunlock Creek LLC
10.21 Amendment No. 1 to Partnership Agreement of UGI Form 10-K 10.21
Hunlock Creek Energy Ventures, dated June 26, (9/30/03)
2003, by and between UGI Hunlock Development
Company and Allegheny Energy Supply Hunlock
Creek, LLC
10.22 Notice of appointment of Wachovia Bank, AmeriGas Form 10-K 10.6
National Association as collateral Agent Partners, L.P. (9/30/03)
effective as of August 28, 2003, pursuant to
Intercreditor and Agency Agreement dated as of
April 19, 1995
10.23 Intercreditor and Agency Agreement dated as of AmeriGas Form 10-Q 10.2
April 19, 1995 among AmeriGas Propane, Inc., Partners, L.P. (3/31/95)
Petrolane Incorporated, AmeriGas Propane,
L.P., Bank of America National Trust and
Savings Association ("Bank of America") as
Agent, Mellon Bank, N.A. as Cash Collateral
Sub-Agent, Bank of America as Collateral Agent
and certain creditors of AmeriGas Propane, L.P.
10.23(a) First Amendment dated as of July 31, 2001 to AmeriGas Form 10-K 10.8
Intercreditor and Agency Agreement dated as of Partners, L.P. (9/30/01)
April 19, 1995
10.24 General Security Agreement dated as of April AmeriGas Form 10-Q 10.3
19, 1995 among AmeriGas Propane, L.P., Bank of Partners, L.P. (3/31/95)
America National Trust and Savings Association
and Mellon Bank, N.A.
10.24(a) First Amendment dated as of July 31, 2001 to AmeriGas Form 10-K 10.10
General Security Agreement dated as of April Partners, L.P. (9/30/01)
19, 1995
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INCORPORATION BY REFERENCE
EXHIBIT NO. EXHIBIT REGISTRANT FILING EXHIBIT
----------- ------- ---------- ------ -------
10.25 Subsidiary Security Agreement dated as of AmeriGas Form 10-Q 10.4
April 19, 1995 among AmeriGas Propane, L.P., Partners, L.P. (3/31/95)
Bank of America National Trust and Savings
Association as Collateral Agent and Mellon
Bank, N.A. as Cash Collateral Agent
10.25(a) First Amendment dated as of July 31, 2001 to AmeriGas Form 10-K 10.12
Subsidiary Security Agreement dated as of Partners, L.P. (9/30/01)
April 19, 1995
10.26 Restricted Subsidiary Guarantee dated as of AmeriGas Form 10-Q 10.5
April 19, 1995 by AmeriGas Propane, L.P. for Partners, L.P. (3/31/95)
the benefit of Bank of America National Trust
and Savings Association, as Collateral Agent
10.27 Trademark License Agreement dated April 19, AmeriGas Form 10-Q 10.6
1995 among UGI Corporation, AmeriGas, Inc., Partners, L.P. (3/31/95)
AmeriGas Propane, Inc., AmeriGas Partners,
L.P. and AmeriGas Propane, L.P.
10.28 Trademark License Agreement, dated April 19, AmeriGas Form 10-Q 10.7
1995 among AmeriGas Propane, Inc., AmeriGas Partners, L.P. (3/31/95)
Partners, L.P. and AmeriGas Propane, L.P.
10.29 Stock Purchase Agreement dated May 27, 1989, Petrolane Registration 10.16(a)
as amended and restated July 31, 1989, between Incorporated/ Statement No.
Texas Eastern Corporation and QFB Partners AmeriGas, Inc. 33-69450
10.30 Pledge Agreement dated September 1999 between UGI Form 10-K 10.28
Eastfield International Holdings, Inc. and (9/30/99)
Raiffeisen Zentralbank Osterreich
Aktiengesellschaft ("RZB")
10.31 Pledge Agreement dated September 1999 between UGI Form 10-K 10.29
EuroGas Holdings, Inc. and RZB (9/30/99)
10.32 Form of Guarantee Agreement dated September UGI Form 10-K 10.30
1999 between UGI Corporation and RZB relating (9/30/99)
to loan amount of EURO 74 million
10.33 Form of Guarantee Agreement dated September UGI Form 10-K 10.33
2000 between UGI Corporation and RZB relating (9/30/00)
to loan amount of EURO 14.9 million
10.34 Form of Guarantee Agreement dated September UGI Form 10-K 10.34
2000 between UGI Corporation and RZB relating (9/30/00)
to loan amount of EURO 9 million
-7-
INCORPORATION BY REFERENCE
EXHIBIT NO. EXHIBIT REGISTRANT FILING EXHIBIT
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10.34(a) Amendments dated October 11, 2001 to September UGI Form 10-K 10.34(a)
1999 Guarantee Agreements between UGI (9/30/02)
Corporation and RZB
10.35** Description of Change of Control arrangements UGI Form 10-K 10.33
for Messrs. Greenberg, Cuzzolina, Hall, Knauss (9/30/99)
and Mendicino
10.36** Change of Control Agreement for Mr. Chaney Utilities Form 10-K 10.21
(9/30/03)
10.37** Description of Change of Control arrangement AmeriGas Form 10-K 10.31
for Mr. Bissell Partners, L.P. (9/30/99)
10.38** 2002 Non-Qualified Stock Option Plan Amended UGI Form 10-Q 10.7
and Restated as of April 29, 2003 (3/31/03)
10.39** 1992 Non-Qualified Stock Option Plan Amended UGI Form 10-Q 10.6
and Restated as of April 29, 2003 (3/31/03)
10.40 Service Agreement for comprehensive delivery UGI Form 10-K 10.40
service (Rate CDS) dated February 23, 1998 (9/30/00)
between UGI Utilities, Inc. and Texas Eastern
Transmission Corporation
10.41 Service Agreement for comprehensive delivery UGI Form 10-K 10.41
service (Rate CDS) dated February 23, 1999 (9/30/00)
between UGI Utilities, Inc. and Texas Eastern
Transmission Corporation
10.42 Purchase Agreement dated January 30, 2001 and AmeriGas Form 8-K 10.1
Amended and Restated on August 7, 2001 by and Partners, L.P. (8/8/01)
among Columbia Energy Group, Columbia Propane
Corporation, Columbia Propane, L.P., CP
Holdings, Inc., AmeriGas Propane, L.P.,
AmeriGas Partners, L.P., and AmeriGas Propane,
Inc.
10.43 [Intentionally omitted]
10.44 Agreement by Petrolane Incorporated and Petrolane Form 10-K 10.13
certain of its subsidiaries party thereto Incorporated (9/23/94)
("Subsidiaries") for the Sale of the
Subsidiaries' Inventory and Assets to the
Goodyear Tire & Rubber Company and D.C.H.,
Inc., as Purchaser, dated as of December 18,
1985
-8-
INCORPORATION BY REFERENCE
EXHIBIT NO. EXHIBIT REGISTRANT FILING EXHIBIT
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10.45 Purchase Agreement by and among Columbia National Propane Form 8-K 10.5
Propane, L.P., CP Holdings, Inc., Columbia Partners, L.P. (4/19/99)
Propane Corporation, National Propane
Partners, L.P., National Propane Corporation,
National Propane SPG, Inc., and Triarc
Companies, Inc. dated as of April 5, 1999
10.46 Capital Contribution Agreement dated as of AmeriGas Form 8-K 10.2
August 21, 2001 by and between Columbia Partners, L.P. (8/21/01)
Propane, L.P. and AmeriGas Propane, L.P.
acknowledged and agreed to by CP Holdings, Inc.
10.47 Promissory Note by National Propane L.P., a AmeriGas Form 10-K 10.39
Delaware limited partnership in favor of Partners, L.P. (9/30/01)
Columbia Propane Corporation dated July 19,
1999
10.48 Loan Agreement dated July 19, 1999, between AmeriGas Form 10-K 10.40
National Propane, L.P. and Columbia Propane Partners, L.P. (9/30/01)
Corporation
10.49 First Amendment dated August 21, 2001 to Loan AmeriGas Form 10-K 10.41
Agreement dated July 19, 1999 between National Partners, L.P. (9/30/01)
Propane, L.P. and Columbia Propane Corporation
10.50 Columbia Energy Group Payment Guaranty dated AmeriGas Form 10-K 10.42
April 5, 1999 Partners, L.P. (9/30/01)
10.51 Keep Well Agreement by and between AmeriGas AmeriGas Form 10-K 10.46
Propane, L.P. and Columbia Propane Corporation Partners, L.P. (9/30/01)
dated August 21, 2001
10.52 Management Services Agreement effective as of AmeriGas Form 10-K 10.47
August 21, 2001 between AmeriGas Propane, Inc. Partners, L.P. (9/30/01)
and AmeriGas Eagle Holdings, Inc., the general
partner of AmeriGas Eagle Propane, L.P.
10.53 Storage Transportation Service Agreement (Rate
Schedule SST) between Utilities and Columbia Utilities Form 10-K 10.25
dated November 1, 1993, as modified pursuant (9/30/02)
to orders of the Federal Energy Regulatory
Commission
10.54 No-Notice Transportation Service Agreement 10.26
(Rate Schedule NTS) between Utilities and Utilities Form 10-K
Columbia dated November 1, 1993, as modified (9/30/02)
pursuant to orders of the Federal Energy
Regulatory Commission
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INCORPORATION BY REFERENCE
EXHIBIT NO. EXHIBIT REGISTRANT FILING EXHIBIT
----------- ------- ---------- ------ -------
10.55 No-Notice Transportation Service Agreement
(Rate Schedule CDS) between Utilities and Utilities Form 10-K 10.27
Texas Eastern Transmission dated February 23, (9/30/02)
1999, as modified pursuant to various orders
of the Federal Energy Regulatory Commission
10.56 No-Notice Transportation Service Agreement 10.28
(Rate Schedule CDS) between Utilities and Utilities Form 10-K
Texas Eastern Transmission dated October 31, (9/30/02)
2000, as modified pursuant to various orders
of the Federal Energy Regulatory Commission
10.57 Firm Transportation Service Agreement (Rate 10.29
Schedule FT-1) between Utilities and Texas Utilities Form 10-K
Eastern Transmission dated June 15, 1999, as (9/30/02)
modified pursuant to various orders of the
Federal Energy Regulatory Commission
10.58 Firm Transportation Service Agreement (Rate 10.30
Schedule FT-1) between Utilities and Texas Utilities Form 10-K
Eastern Transmission dated October 31, 2000, (9/30/02)
as modified pursuant to various orders of the
Federal Energy Regulatory Commission
10.59 Firm Transportation Service Agreement (Rate 10.31
Schedule FT) between Utilities and Utilities Form 10-K
Transcontinental Gas Pipe Line dated October (9/30/02)
1, 1996, as modified pursuant to various
orders of the Federal Energy Regulatory
Commission
10.60 Purchase and Sale Agreement dated as of
November 30, 2001, as amended by Amendment No. UGI Form 10-K 10.60
1 dated as of August 29, 2003 between UGI (9/30/03)
Energy Services, Inc. and Energy Services
Funding Corporation
10.61 Receivables Purchase Agreement dated as of 10.61
November 30, 2001, as amended by Amendment No. UGI Form 10-K
1 dated as of August 29, 2003 among Energy (9/30/03)
Services Funding Corporation, UGI Energy
Services, Inc., Market Street Funding
Corporation and PNC Bank, National Association
10.62 Performance Guaranty dated as of August 29, 10.62
2003 by UGI Corporation in favor of Market UGI Form 10-K
Street Funding Corporation and PNC Bank, (9/30/03)
National Association
13 Pages 13 through 55 of the 2003 Annual Report UGI Form 10-K 13
to Shareholders (9/30/03)
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INCORPORATION BY REFERENCE
EXHIBIT NO. EXHIBIT REGISTRANT FILING EXHIBIT
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14 Code of Ethics for principal executive, UGI Form 10-K 14
financial and accounting officers (9/30/03)
18 Letter of Arthur Andersen LLP regarding change AmeriGas Form 10-Q 18
in accounting principles Partners, L.P. (12/31/00)
21 Subsidiaries of the Registrant UGI Form 10-K 21
(9/30/03)
23 Consent of PricewaterhouseCoopers LLP UGI Form 10-K 23
(9/30/03)
*23.1 Consent of Cogen Sklar LLP re: Financial
Statements and Supplemental Schedule of UGI
HVAC Enterprises, Inc. Savings Plan, UGI
Utilities, Inc. Savings Plan and AmeriGas
Propane, Inc. Savings Plan for the year ended
December 31, 2003
*23.2 Consent of PricewaterhouseCoopers LLP re: Financial
Statements of UGI HVAC Enterprises, Inc. Savings
Plan, UGI Utilities, Inc. Savings Plan and AmeriGas
Propane, Inc. Savings Plan for the year ended
December 31, 2002.
31.1 Certification by the Chief Executive Officer UGI Form 10-K 31.1
relating to the Registrant's Report on Form (9/30/03)
10-K for the fiscal year ended September 30,
2003 pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
*31.1(a) Certification by the Chief Executive Officer
relating to the Registrant's Report on Form
10-K for the fiscal year ended September 30,
2003, as amended by Amendment No. 1 on Form
10-K/A, pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
31.2 Certification by the Chief Financial Officer UGI Form 10-K 31.2
relating to the Registrant's Report on Form (9/30/03)
10-K for the fiscal year ended September 30,
2003 pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
*31.2(a) Certification by the Chief Financial Officer
relating to the Registrant's Report on Form
10-K for the fiscal year ended September 30,
2003, as amended by Amendment No. 1 on Form
10-K/A, pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
32 Certification by the Chief Executive Officer UGI Form 10-K 32
and the Chief Financial Officer relating to (9/30/03)
the Registrant's Report on Form 10-K for the
fiscal year ended September 30, 2003, pursuant
to Section 906 of the Sarbanes-Oxley Act of
2002.
*99.1 Financial Statements and Supplemental Schedule
of UGI HVAC Enterprises, Inc. Savings Plan, UGI
Utilities, Inc. Savings Plan and AmeriGas Propane,
Inc. Savings Plan for the year ended December 31,
2003.
* Filed herewith.
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** As required by Item 14(a)(3), this exhibit is identified as a compensatory
plan or arrangement.
-12-
(b) REPORTS ON FORM 8-K:
The Company furnished information in a Current Report on Form 8-K during
the fourth quarter of fiscal year 2003 as follows:
Date of Report Item Number(s) Content
-------------- -------------- -------
07/30/03 7, 12 Press Release reporting financial results for
the third fiscal quarter ended June 30, 2003
-13-
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Report on Form 10-K/A
to be signed on its behalf by the undersigned, thereunto duly authorized.
UGI CORPORATION
Date: June 23, 2004 By: /s/ Anthony J. Mendicino
-----------------------------------
Anthony J. Mendicino
Senior Vice President - Finance
and Chief Financial Officer
-14-
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
----------- -----------
23.1 Consent of Cogen Sklar LLP re: Financial Statements and Supplemental
Schedule of UGI HVAC Enterprises, Inc. Savings Plan, UGI Utilities,
Inc. Savings Plan and AmeriGas Propane, Inc. Savings Plan for the
year ended December 31, 2003.
23.2 Consent of PricewaterhouseCoopers LLP re: Financial Statements
of UGI HVAC Enterprises, Inc. Savings Plan, UGI Utilities, Inc.
Savings Plan and AmeriGas Propane, Inc. Savings Plan for the
year ended December 31, 2002.
31.1(a) Certification by the Chief Executive Officer pursuant to Section 302
of the Sarbanes-Oxley Act
31.2(a) Certification by the Chief Financial Officer pursuant to Section 302
of the Sarbanes-Oxley Act
99.1 Financial Statements and Supplemental Schedule of UGI HVAC
Enterprises, Inc. Savings Plan, UGI Utilities, Inc. Savings Plan and
AmeriGas Propane, Inc. Savings Plan for the year ended December 31,
2003.
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