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): MAY 18, 2004 DANIELSON HOLDING CORPORATION --------------- (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE 1-6732 95-6021257 ----------- ----------- ------------- (STATE OR OTHER JURISDICTION OF (COMMISSION (I.R.S. EMPLOYER INCORPORATION OR ORGANIZATION) FILE NUMBER) IDENTIFICATION NO.) 2 NORTH RIVERSIDE PLAZA SUITE 600 CHICAGO, ILLINOIS 60606 --------------- (ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE, OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES) (312) 466-4030 -------------- (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE) ------------------------------------------------------------- (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT) INFORMATION TO BE INCLUDED IN THE REPORT EXPLANATORY NOTE: This Form 8-K files the consents of independent auditors to the incorporation by reference of the reports into the Registration Statement on Form S-3 (No. 333-39144) of Danielson Holding Company (the "Company"). ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits Exhibit No. Exhibit ----------- ------- 23.1 Independent Auditors' Consent of Covanta Energy Corporation and Subsidiaries, dated May 17, 2004, by Deloitte & Touche LLP. 23.2 Consent of Independent Auditors of Quezon Power, Inc. and Subsidiary, dated May 14, 2004, Sycip Gorres Velayo & Co., a Member Practice of Ernst & Young Global. 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 thereunto duly authorized. Date: May 18, 2004 DANIELSON HOLDING CORPORATION (Registrant) By: /s/ Philip G. Tinkler ------------------------ Name: Philip G. Tinkler, Title: Chief Financial Officer DANIELSON HOLDING CORPORATION EXHIBIT INDEX Exhibit No. Exhibit ----------- ------- 23.1 Independent Auditors' Consent of Covanta Energy Corporation and Subsidiaries, dated May 17, 2004, by Deloitte & Touche LLP. 23.2 Consent of Independent Auditors of Quezon Power, Inc. and Subsidiary, dated May 14, 2004, Sycip Gorres Velayo & Co., a Member Practice of Ernst & Young Global.