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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
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KINDER MORGAN, INC.
(exact name of registrant as specified in its charter)
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DELAWARE 43-1761550
(State of incorporation (I.R.S. Employer Identification No.)
or organization)
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1301 MCKINNEY, SUITE 3400
HOUSTON, TEXAS 77010
(Address of principal executive offices) (Zip Code)
Securities to be registered to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
PREFERRED STOCK PURCHASE RIGHTS NEW YORK STOCK EXCHANGE
WITH RESPECT TO COMMON STOCK,
PAR VALUE $.01 PER SHARE
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:
333-78165 (IF APPLICABLE)
Securities to be registered pursuant to Section 12(g) of the Act:
NONE
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
PREFERRED STOCK PURCHASE RIGHTS
The Registrant incorporates by reference herein the information set
forth under the caption "Description of Our Capital Stock -- Rights to Purchase
Preferred Stock" set forth in its preliminary prospectus dated May 10, 1999,
included in its Registration Statement on Form S-1 (Registration No. 333-78165)
filed with the Securities and Exchange Commission (the "Commission") on May 10,
1999, as amended by Amendment No. 1 dated June 18, 1999, as such information may
be amended in the final prospectus included or deemed to be included in such
Registration Statement, as hereafter amended, in the form declared effective by
the Commission (the "Registration Statement"). This Form 8-A is filed to
register the Registrant's class of Preferred Stock Purchase Rights pursuant to
Section 12(b) of the Securities Exchange Act of 1934, as amended ("Exchange
Act"), concurrently with the registration of shares of Common Stock under the
Securities Act of 1933, as amended ("Securities Act"), and, in accordance with
Rule 12d1-2 promulgated under the Exchange Act, will become effective
concurrently with the effectiveness of the Registration Statement under the
Securities Act.
ITEM 2. EXHIBITS.
The exhibits below are incorporated herein by reference to the exhibit
of the same number in the Registrant's Registration Statement (Registration No.
333-78165) filed with the Commission.
3.1 Form of Restated Certificate of Incorporation of Kinder Morgan, Inc.
3.2 Form of Restated Bylaws of Kinder Morgan, Inc.
3.3 Form of Certificate of Designations of Series A Junior Participating
Preferred Stock and Series B Junior Participating Preferred Stock
4.1 Specimen Certificate representing shares of common stock.
4.15 Form of Rights Agreement between Kinder Morgan, Inc. and First Chicago
Trust Company of New York, as rights agent.
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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.
KINDER MORGAN, INC.
By: /s/ William V. Morgan
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William V. Morgan
Vice Chairman of the Board
Date: June 24, 1999
