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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
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TXU CAPITAL I
(Exact name of registrant as specified in its charter)
Delaware To be applied for
(State of incorporation or (I.R.S. Employer
organization) Identification No.)
1601 Bryan Street
Dallas, Texas 75201
(Address of principal executive offices, including zip code)
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Securities to be registered pursuant 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 so
registered
7 1/4 % Cumulative Trust Preferred
Capital Securities (and the
Guarantee with respect
thereto) New York Stock Exchange
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: 333-68663 and 333-68663-01.
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Securities to be registered pursuant to Section 12(g) of the
Act: None
The Commission is respectfully requested to send copies of all
notices, orders and communications to:
Robert A. Wooldridge, Esq. Robert J. Reger, Jr., Esq.
Worsham, Forsythe & Wooldridge, L.L.P. Thelen Reid & Priest LLP
1601 Bryan Street 40 West 57th Street
Dallas, Texas 75201 New York, New York 10019
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. Description of Registrant's Securities to be Registered.
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The class of securities to be registered hereby are the
7 1/4% Cumulative Trust Preferred Capital Securities (Securities)
of TXU Capital I, a Delaware business trust (Trust). The
Securities represent undivided beneficial interests in the assets
of TXU Capital I and are guaranteed by Texas Utilities Company
(Company), a Texas corporation, to the extent set forth in the
form of the Guarantee Agreement by the Company to The Bank of New
York, as Guarantee Trustee (Guarantee). The Guarantee is
incorporated by reference to Exhibit 4(i) to the Registration
Statement on Form S-3 of the Company and the Trust (Registration
Nos. 333-68663 and 333-68663-01), filed with the Securities and
Exchange Commission (Commission) on December 10, 1996
(Registration Statement). The Registration Statement was
declared effective on December 18, 1998. The particular terms of
the Securities and the Guarantee are described in the Prospectus
Supplement dated December 21, 1998 and the accompanying
Prospectus dated December 18, 1998, which have been filed with
the Commission pursuant to Rule 424(b) under the Securities Act
of 1933, as amended, and are incorporated by reference into this
Registration Statement on Form 8-A.
ITEM 2. Exhibits.
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Exhibit Description
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1. Certificate of Trust of TXU Capital I
(incorporated herein by reference to Exhibit A of
Exhibit 4(f) of the Registration Statement).
2. Trust Agreement of TXU Capital I (incorporated
herein by reference to Exhibit 4(e) of the
Registration Statement).
3. Form of Amended and Restated Trust Agreement of
TXU Capital I (incorporated herein by reference to
Exhibit 4(f) of the Registration Statement).
4. Form of Indenture (For Unsecured Subordinated Debt
Securities relating to Trust Securities)
(incorporated herein by reference to Exhibit 4(g)
to the Registration Statement).
5. Form of Officer's Certificate establishing the
Junior Subordinated Debentures, including Form of
Junior Subordinated Debenture attached
(incorporated herein by reference to Exhibit 4(h)
to the Registration Statement).
6. Form of Guarantee Agreement (incorporated herein
by reference to Exhibit 4(i) of the Registration
Statement).
7. Form of Agreement as to Expenses and Liabilities
(incorporated herein by reference to Exhibit D to
Exhibit 4(e) of the Registration Statement).
8. Form of Security (incorporated herein by reference
to Exhibit C to Exhibit 4(e) of the Registration
Statement).
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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 Form 8-
A to be signed on its behalf by the undersigned, thereto duly
authorized.
Dated: December 24, 1998
TXU CAPITAL I
By:/s/ Robert J. Reger, Jr.
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Robert J. Reger, Jr.
Attorney-in-fact