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): November 20, 1998
DUKE CAPITAL CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 0-23977 51-0282142
(State of other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation) Identification No.)
422 South Church Street
Charlotte, North Carolina 28202-1904
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 704-594-6200
Item 5. Other Events.
Duke Capital Corporation (the "registrant"), through its wholly owned
subsidiary Duke Energy Field Services, Inc. ("DEFS"), entered into a Merger and
Purchase Agreement among Union Pacific Resources Company, Union Pacific Fuels,
Inc., DEFS and DEFS Merger Sub Corp. dated as of November 20, 1998, pursuant to
which DEFS will purchase the natural gas gathering, processing, fractionation
and natural gas liquids (NGL) pipeline business of Union Pacific Resources
(known as UPFuels) as well as UPR's natural gas and NGL marketing activities for
$1.35 billion. The purchase is contingent upon receipt of clearances under
the Hart-Scott-Rodino Act. Closing is anticipated at the end of the first
quarter of 1999.
A copy of a press release by the registrant's parent, Duke Energy
Corporation, announcing the Merger and Purchase Agreement is incorporated by
reference herein as Exhibit 2. The Merger and Purchase Agreement is incorporated
by reference herein as Exhibit 10.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
The following exhibits are incorporated by reference herein:
2. Press Release of Duke Energy Corporation dated November 22, 1998
(filed as Exhibit 2 to Form 8-K of Duke Energy Corporation, File
No. 1-4928, filed December 1, 1998).
10. Merger and Purchase Agreement among Union Pacific Resources
Company, Union Pacific Fuels, Inc., Duke Energy Field Services,
Inc. and DEFS Merger Sub Corp., dated as of November 20, 1998
(filed as Exhibit 10 to Form 8-K of Duke Energy Corporation, File
No. 1-4928, filed December 1, 1998).
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SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
DUKE CAPITAL CORPORATION
(registrant)
By: ________________________
Richard J. Osborne
Vice President
and Chief Financial Officer
Dated: December 1, 1998
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Exhibit Index
Exhibit Description
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2 Press Release of Duke Energy Corporation dated
November 22, 1998 (filed as Exhibit 2 to Form 8-K of Duke
Energy Corporation, File No. 1-4928, filed December 1,
1998).
10 Merger and Purchase Agreement among Union Pacific
Resources Company, Union Pacific Fuels, Inc., Duke Energy
Field Services, Inc. and DEFS Merger Sub Corp., dated as
of November 20, 1998 (filed as Exhibit 10 to Form 8-K of
Duke Energy Corporation, File No. 1-4928, filed December
1, 1998).
