UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K 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 8, 2004 CHENIERE ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 1-16383 95-4352386 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification Number) 717 Texas Avenue Suite 3100 Houston, Texas 77002 (Address of principal executive offices) (Zip Code) (713) 659-1361 (Registrant's telephone number, including area code) ITEM 8.01. Other Events. On September 8, 2004, Cheniere Energy, Inc. issued a press release announcing that The Dow Chemical Company (Dow) had elected to proceed with its entire contracted capacity at the Freeport LNG Terminal as announced by Cheniere on February 26, 2004. Dow's agreement with Freeport LNG Development LP provides Dow 500 million cubic feet per day (mmcf/d) of processing capacity. Under an option that expired unexercised on August 31, 2004, Dow could have elected to reduce this quantity by up to 250 mmcf/d. Cheniere Energy is a 30 % limited partner in Freeport LNG Development LP. The press release is attached as Exhibit 99.1 to this report and is incorporated by reference into this Item 8.01. ITEM 9.01. Financial Statements and Exhibits. (c) Exhibits. 99.1* Press Release dated September 8, 2004. _______________________________ * Filed Herewith SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CHENIERE ENERGY, INC. Date: September 9, 2004 By: /s/ Don A. Turkleson ---------------------------------- Name: Don A. Turkleson Title: Senior Vice President and Chief Financial Officer