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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A/A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Kerr-McGee Holdco, Inc. (To Be Renamed Kerr-McGee Corporation)
(Exact name of registrant as specified in its charter)
Delaware 73-1612389
(State of incorporation or organization) (I.R.S. Employer Identification No.)
123 Robert S. Kerr Avenue
Oklahoma City, Oklahoma 73102
(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
Name of each exchange on which
Title of each class to be so registered each class is to be registered
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Preferred Share Purchase Rights New York Stock Exchange, Inc.
If this form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box. [X]
If this form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box. [ ]
Securities Act registration statement file number to which this form relates:
Securities to be registered pursuant to Section 12(g) of the Act:
None
(Title of Class)
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This Amendment No. 1 on Form 8-A/A is filed to supplement and amend the
information set forth in the Registration Statement on Form 8-A filed by
Kerr-McGee Holdco, Inc. (the "Company") on July 26, 2001.
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
On July 30, 2001, the Company and UMB Bank, N.A. entered into an
amendment to the Rights Agreement, dated as of July 26, 2001, by and between the
Company and UMB Bank, N.A., which provides for certain technical changes to the
form of Exhibit A to the Rights Agreement.
ITEM 2. EXHIBITS.
4.1 First Amendment to Rights Agreement, dated as of July 30, 2001, by and
between the Company and UMB Bank, N.A., which includes the form of
Amended and Restated Certificate of Incorporation of the Company as
Exhibit A.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereto duly authorized.
Kerr-McGee Holdco, Inc.
(To Be Renamed Kerr-McGee Corporation)
DATED: August 1, 2001
By: /s/ GREGORY F. PILCHER
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Name: Gregory F. Pilcher
Title: Senior Vice President,
General Counsel and
Secretary
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EXHIBIT INDEX
Exhibit No. Description
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4.1 First Amendment to Rights Agreement, dated as of July
30, 2001, by and between the Company and UMB Bank,
N.A., which includes the form of Amended and Restated
Certificate of Incorporation of the Company as
Exhibit A.
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