SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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): January 28, 2004

                             RELIANT RESOURCES, INC.
             (Exact Name of Registrant as Specified in its Charter)

          DELAWARE                      1-16455                 76-0655566
(State or Other Jurisdiction   (Commission File Number)        (IRS Employer
      of Incorporation)                                     Identification No.)

                1000 MAIN
             HOUSTON, TEXAS                                77002
(Address of Principal Executive Offices)                (Zip Code)

       Registrant's telephone number, including area code: (713) 497-3000

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ITEM 9. REGULATION FD DISCLOSURE.

         Attached hereto and incorporated by reference herein are the
consolidated interim financial statements of Orion Power Holdings, Inc. (Orion
Power), a wholly-owned subsidiary of Reliant Resources, Inc. (Reliant
Resources), and management's narrative analysis of financial condition and
results of operations for the quarterly period ended March 31, 2003 (Restated).

         The consolidated interim financial statements for the quarterly period
ended March 31, 2003 (Restated), include a change in method applied by Reliant
Resources and its wholesale energy segment in allocating corporate, support
services and other common costs to Orion Power and its subsidiaries. This change
in methodology has been applied retroactively to all periods presented. However,
for the three month period ended March 31, 2002, we were not fully integrated
into Reliant Resources' operations and as a result, no corporate and other
common costs were allocated by Reliant Resources or its subsidiaries to us. The
restatement had no impact on previously reported consolidated operating,
investing and financing cash flows. See note 1 to the attached consolidated
interim financial statements.

         Except as otherwise expressly noted in note 1 to our consolidated
interim financial statements, the financial statement disclosures, management
estimates and forward-looking statements contained in this Current Report on
Form 8-K have not been updated to reflect any developments subsequent to May 16,
2003.



                                    SIGNATURE

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.

                             RELIANT RESOURCES, INC.

                                                         (Registrant)

Date: January 28, 2004       By:   /s/ Thomas C. Livengood
                                ----------------------------------------------
                                Thomas C. Livengood
                                Vice President and
                                Controller



                                  EXHIBIT INDEX



EXHIBIT
 NUMBER                           EXHIBIT DESCRIPTION
-------  ---------------------------------------------------------------------
      
99.1     Consolidated interim financial statements of Orion Power Holdings,
         Inc., a wholly-owned subsidiary of Reliant Resources, Inc., and
         management's narrative analysis of financial condition and results of
         operations for the quarterly period ended March 31, 2003 (Restated).