Item 2.04. Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.

As has previously been disclosed, Centennial Energy Holdings, Inc. ("Centennial") guaranteed Colorado Energy Management, LLC's ("CEM") obligations under a contract with Lea Power Partners, LLC ("LPP") for the construction of an electric generating facility near Hobbs, New Mexico. CEM declared substantial completion of the plant on February 16, 2009, and on February 27, 2009, Centennial received a Notice and Demand from LPP under the guaranty agreement alleging that CEM did not meet certain of its obligations under the construction contract and demanding that Centennial indemnify LPP against all losses, damages, claims, costs, charges and expenses arising from CEM's alleged failures. LPP did not quantify the amount of indemnification being sought, which could be material. Centennial believes that the indemnification claims are without merit and intends to vigorously defend against such claims.

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