UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549
 

FORM 8‑K/A

(Amendment No. 2)
 

CURRENT REPORT
 

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934
 

Date of Report (Date of earliest event reported): September 1, 2004

CLECO CORPORATION

(Exact name of registrant as specified in its charter)

Louisiana

1-15759

72-1445282

(State or other jurisdiction

(Commission File Number)

(IRS Employer

of incorporation)

Identification No.)

2030 Donahue Ferry Road

Pineville, Louisiana

71360-5226

(Address of principal executive offices)

(Zip Code)

Registrant's telephone number, including area code: (318) 484-7400

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))

Item 8.01        Other Events.
 

This Form 8-K/A (Amendment No. 2) amends Cleco Corporation's Current Report on Form 8-K dated September 1, 2004 and filed with the Securities and Exchange Commission on September 2, 2004 (the "Current Report").  The Audited Consolidated Financial Statements of Acadia Power Partners, LLC and subsidiary at December 31, 2003 and 2002 and for the years ended December 31, 2003, 2002 and 2001 filed as Exhibit 99.1 to the Current Report inadvertently omitted the signature of the independent auditors on the Report of Independent Auditors included on page 1 thereof.  Such financial statements, including the independent auditors' report with the independent auditors' signature, are refiled in their entirety as Exhibit 99.1 to this report.
 

                        (c) Exhibits.
 

                        99.1     Audited Consolidated Financial Statements of Acadia Power Partners, LLC and                                     subsidiary at December 31, 2003 and 2002 and for the years ended December                                     31, 2003, 2002 and 2001.

                                                                                    CLECO CORPORATION


 

Date: September 22, 2004                                             By:  /s/ R. Russell Davis               

                                                                                            R. Russell Davis

                                                                                            Vice President and Controller