Filed pursuant to Rule 433
Registration Statement No. 333-157960
June 24, 2010
Puget Sound Energy, Inc.
$250,000,000 5.764% Senior Notes due 2040
PRICING TERM SHEET
| Issuer: | Puget Sound Energy, Inc. | |
| Anticipated Ratings*: | Baa1 by Moody’s Investors Service Inc. | |
| A- by Standard & Poor’s Ratings Services | ||
| Principal Amount: | $250,000,000 | |
| Security Type: | Senior Notes | |
| Issue Price: | 100% of principal amount | |
| Trade Date: | June 24, 2010 | |
| Settlement Date: | June 29, 2010 (T+3) | |
| Maturity Date: | July 15, 2040 | |
| Coupon: | 5.764% | |
| Benchmark Treasury: | 4.625% due February 15, 2040 | |
| Treasury Price: | 109.500% | |
| Treasury Yield: | 4.089% | |
| Spread to Benchmark: | T+167.5 basis points | |
| Reoffer Yield: | 5.764% | |
| Interest Payment Dates: | Semi-annually on January 15 and July 15, commencing on January 15, 2011 | |
| Make-whole Call: | At any time at a discount rate of Treasury plus T+25 basis points | |
| Denominations: | $1,000 and integral multiples of $1,000 | |
| Joint Book-Running Managers: | RBS Securities Inc. | |
| Mitsubishi UFJ Securities (USA), Inc. BNY Mellon Capital Markets, LLC | ||
| Co-Managers: | Fifth Third Securities, Inc. | |
| KeyBanc Capital Markets Inc. | ||
| Scotia Capital (USA) Inc. | ||
| Wells Fargo Securities, LLC | ||
| CUSIP: | 745332CC8 |
The Information regarding conflicts of interest in the Preliminary Prospectus Supplement dated June 24, 2010 under the caption “Underwriting - Conflicts of Interest” is supplemented with the following: Affiliates of each of the co-managers are lenders under Puget Sound Energy, Inc.’s revolving capital expenditure credit facility, a portion of which will be repaid with the net proceeds of this offering.
| * | Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. |
The issuer has filed a registration statement (including a prospectus) with the U.S. Securities and Exchange Commission (SEC) for this offering. Before you invest, you should read the prospectus for this offering in that registration statement, and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by searching the SEC online database (EDGAR®) at www.sec.gov. Alternatively, you may obtain a copy of the prospectus from RBS Securities Inc. by calling (866) 884-2071, Mitsubishi UFJ Securities (USA), Inc. by calling (877) 649-6848, and BNY Mellon Capital Markets, LLC by calling (800) 269-6864.