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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM U-9C-3

QUARTERLY REPORT PURSUANT TO RULE 58 OF
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935

For the quarterly period ended September 30, 2003

Xcel Energy Inc.
(Name of Registered Holding Company)

800 Nicollet Mall, Minneapolis, Minnesota 55402
(Address of Principal Executives Offices)

Inquiries concerning this Form U-9C-3
may be directed to either:

David E. Ripka
Vice President and Controller
Xcel Energy Inc.
414 Nicollet Mall
Minneapolis, MN 55401
(612) 330-2958

or

Michael C. Connelly
Deputy General Counsel
Xcel Energy Inc.
800 Nicollet Mall
Minneapolis, MN 55402
(612) 215-4580

 

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Item 1. — Organization Chart
Item 2. — Issuances and Renewals of Securities and Capital Contributions
Item 3. — Associated Transactions
Item 4. — Summary of Aggregate Investment
Item 5. — Other Investments (In Thousands)
Item 6. — Financial Statements and Exhibits
SIGNATURE

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XCEL ENERGY INC.
FORM U-9C-3
For the Quarter Ended September 30, 2003

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Item 1. — ORGANIZATION CHART

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(a) Directly and/or indirectly holds securities in energy/gas related companies.
(b) Entity was sold on January 17, 2003
# — new entity
* — inactive entity
LP: Limited Partner, GP: General Partner.

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Narrative Description of Activities for Reporting Period

XERS Inc. — XERS, a nonregulated subsidiary of Xcel Energy, operates as a retailer of electric power in targeted U.S. markets. XERS functions as an intermediary between energy producers, resellers and end-users and is exposed to the business risks involved with these operations. Therefore, XERS enters into fixed or full requirements contracts ranging from one month to several years.

Cadence Network Inc. — Cadence Network Inc. provides a single source for both energy management services and products designed to lower energy costs for national companies that operate at multiple locations.

Planergy International Inc. and subsidiaries — Planergy International Inc. consists of operating subsidiaries providing energy management, consulting and demand side management services to industrial, commercial, utility and municipal customers.

e prime Energy Marketing Inc. — e prime Energy Marketing Inc. provides energy related products and services, which include natural gas marketing and trading.

e prime Florida Inc. — e prime Florida Inc. provides energy related products and services.

Texas-Ohio Pipeline Inc. — Small pipeline company that connects two major interstate pipelines.

James River Cogeneration Co. — Owns the James River Station 110 MW facility in Virginia.

NRG Power Marketing Inc. — Established to maximize the utilization and return of NRG’s generation assets and to mitigate the risk associated with those assets. NRG Power Marketing purchases and markets energy and energy related commodities including electricity, natural gas, oil, coal and emission allowances.

NRG PacGen Inc. — Owns interests in cogeneration and competitive power producing projects.

NRG Cadillac Inc. — Owns 50 percent of Cadillac Renewable Energy LLC, which owns a 38 MW wood fired plant located in Cadillac, Michigan.

O’Brien Cogeneration Inc. II — Owns and/or operates cogeneration facilities.

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Narrative Description of Activities for Reporting Period (continued)

NEO Corporation — Develops, owns and operates landfill gas, hydroelectric and small cogeneration projects in the U.S.

NRG Thermal Corporation — Provides district heating and cooling systems in several cities in the U.S.

NRG Capital LLC — Sole member of construction revolver borrower.

Utility Engineering Corporation — Utility Engineering Corporation is engaged in engineering, design, construction management and other miscellaneous services. On January 1, 2000, UE acquired Quixx Corporation (“Quixx”) and its subsidiaries from NC Enterprises. Quixx’s primary business is investing in and developing cogeneration and energy-related projects. Quixx also holds water rights and certain other non-utility assets. Quixx currently has several subsidiaries, most of which hold interests in various energy-related investments.

Quixx Linden LP — Quixx Linden LP owns a 23 Mw natural gas fired cogeneration facility in Linden, New Jersey. Quixxlin Corporation, a wholly-owned subsidiary of Quixx, holds a 0.5% general partnership interest in this partnership. Quixx also directly holds a 49.5% limited partnership interest in Quixx Linden, L.P.

e prime Inc. (“e prime”) — e prime provides energy related products and services (directly and through its subsidiaries) which include, but are not limited to, energy marketing and trading and energy consulting. Also, e prime owns Young Gas Storage Company, which has a 47.5% interest in Young Gas Storage Company Ltd.

Johnstown Cogeneration Company LLC (“Johnstown”) — Johnstown is an electric cogeneration facility which e prime owns a 50% general partnership interest.

Nuclear Management Company — Nuclear operating company that manages several nuclear plants for 5 different utilities.

Private Fuel Storage LLC — Storage facility of spent nuclear fuel in Utah.

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Item 2. — ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS

     ISSUANCES AND RENEWALS OF SECURITIES (in thousands of dollars):

CAPITAL CONTRIBUTIONS (in thousands of dollars):

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Item 3. — ASSOCIATED TRANSACTIONS

     Part I. — Transactions performed by reporting companies on behalf of associate companies (in thousands of dollars).

Reporting Company		Associate Company		Types of Services Rendered		Direct				Indirect				Cost				Total
Rendering		Receiving				Costs				Costs				of				Amount
Services		Services				Charged				Charged				Capital				Billed
Utility Engineering Corp.		Public Service Company of Colorado		Engineering/Utility Professional Services		$	19,705				—				—			$	19,705
Utility Engineering Corp.		Southwestern Public Service Company		Engineering/Utility Professional Services			9,520				—				—				9,520
Utility Engineering Corp.		Xcel Energy Services Inc		Engineering/Utility Professional Services			971				—				—				971
Utility Engineering Corp.		NSP—Minnesota		Engineering/Utility Professional Services			3,939				—				—				3,939
Utility Engineering Corp.		Xcel International		Engineering/Utility Professional Services			102				—				—				102
Utility Engineering Corp.		NRG Energy Inc		Engineering/Utility Professional Services			215				—				—				215
e prime Inc.		Southwestern Public Service Company		Gas purchased			305				—				—				305
e prime Inc.		Utility Engineering		Gas purchased			3,701				—				—				3,701
e prime Inc.		e prime Florida Inc		Gas purchased			29				—				—				29
Viking Gas Transmission Co.		NSP—Minnesota		Gas transportation services			19				—				—				19

The above are cumulative amounts for the period January 1, 2003 through September 30, 2003.

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Part II. — Transactions performed by associate companies on behalf of reporting companies (in thousands of dollars).

The above are cumulative amounts for the period January 1, 2003 through September 30, 2003.

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Item 4. — SUMMARY OF AGGREGATE INVESTMENT

Investments in gas-related companies:

NONE

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Item 5. — OTHER INVESTMENTS (in thousands)

(a) Investments for these reporting companies, prior to March 23, 1997, were excluded from aggregate investments in Items 4. These reporting companies’ investments were subsidiaries, directly or indirectly, of Xcel Energy Inc.

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Item 6. — FINANCIAL STATEMENTS AND EXHIBITS

A.

Financial Statements:

Exhibit A-1 Financial statements of XERS, Inc. for the three and nine months ended September 30, 2003 — filed under confidential treatment pursuant to Rule 104(b).

Exhibit A-2 Financial statements of Cadence Network Inc. for the three and nine months ended September 30, 2003 — filed under confidential treatment pursuant to Rule 104(b).

Exhibit A-3 Consolidated financial statements of Planergy International Inc. and subsidiaries for the three and nine months ended September 30, 2003 — filed under confidential treatment pursuant to Rule 104(b).

Exhibit A-4 Financial statements of e prime Energy Marketing Inc. for the three and nine months ended September 30, 2003 — filed under confidential treatment pursuant to Rule 104(b).

Exhibit A-5 Financial statements of e prime Florida Inc. for the three and nine months ended September 30, 2003 — filed under confidential treatment pursuant to Rule 104(b).

Exhibit A-6 Financial statements of Texas-Ohio Pipeline Inc. for the three and nine months ended September 30, 2003 — filed under confidential treatment pursuant to Rule 104(b).

Exhibit A-7 Consolidated financial statements of James River Cogeneration Co. and subsidiaries for the three and nine months ended September 30, 2003 — filed under confidential treatment pursuant to Rule 104(b).

Exhibit A-8 Consolidated financial statements of NRG Power Marketing Inc. and subsidiaries for the three and nine months ended September 30, 2003 — filed under confidential treatment pursuant to Rule 104(b).

Exhibit A-9 Consolidated financial statements of NRG PacGen Inc. and subsidiaries for the three and nine months ended September 30, 2003 — filed under confidential treatment pursuant to Rule 104(b).

Exhibit A-10 Consolidated financial statements of NRG Cadillac Inc. and subsidiaries for the three and nine months ended September 30, 2003 — filed under confidential treatment pursuant to Rule 104(b).

Exhibit A-11 Consolidated financial statements of O’Brien Cogeneration Inc. II and subsidiaries for the three and nine months ended September 30, 2003 — filed under confidential treatment pursuant to Rule 104(b).

Exhibit A-12 Consolidated financial statements of NEO Corporation and subsidiaries for the three and nine months ended September 30, 2003 — filed under confidential treatment pursuant to Rule 104(b).

Exhibit A-13 Consolidated financial statements of NRG Thermal Corporation and subsidiaries for the three and nine months ended September 30, 2003 — filed under confidential treatment pursuant to Rule 104(b).

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Item 6. — FINANCIAL STATEMENTS AND EXHIBITS (continued)

Exhibit A-14 Consolidated financial statements of NRG Capital LLC and subsidiaries for the three and nine months ended September 30, 2003 — filed under confidential treatment pursuant to Rule 104(b).

Exhibit A-15 Confidential financial statements of Utility Engineering Corporation and subsidiaries for the three and nine months ended September 30, 2003 — filed under confidential treatment pursuant to Rule 104(b).

Exhibit A-16 Financial statements of Quixx Linden, LP for the three and nine months ended September 30, 2003 — filed under confidential treatment pursuant to Rule 104(b).

Exhibit A-17 Consolidated financial statements of e prime Inc. and subsidiaries for the three and nine months ended September 30, 2003 — filed under confidential treatment pursuant to Rule 104(b).

Exhibit A-18 Financial statements of Johnstown Cogeneration Company LLC for the three and nine months ended September 30, 2003 — filed under confidential treatment pursuant to Rule 104(b).

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SIGNATURE

     The undersigned registered holding company has duly caused this quarterly report to be signed on its behalf by the undersigned officer thereunto duly authorized pursuant to the requirements of the Public Utility Holding Company Act of 1935.

With the above signature, I also certify that the corresponding report on Form U-9C-3 for the third quarter of 2003 was filed with Xcel Energy Inc.’s interested state commissions whose names and addresses are listed below.

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