SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A
For Registration of Certain Classes of Securities
Pursuant to Section 12(b) or (g) of the
Securities Exchange Act of 1934
TORCHMARK CAPITAL L.L.C.
(Exact name of registrant as specified in its charter)
Delaware 63-1120036
(State of incorporation (I.R.S. Employer
or organization) Identification No.)
2001 Third Avenue South, Birmingham, AL 35233
(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on
to be so registered which each class is to be
registered
9.18% Cumulative Monthly New York Stock Exchange
Income Preferred Securities
("MIPS"), Series A
(Liquidation Preference $25 Per
Security) guaranteed to the extent
set forth in the prospectus by
Torchmark Corporation
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.
The 9.18% Cumulative Monthly Income Preferred Securities,
Series A ("MIPS") of Torchmark Capital L.L.C. ("Torchmark Capital")
will be listed on the New York Stock Exchange. A copy of the
general description of the securities to be registered has been
submitted with the application filed with the New York Stock
Exchange and is contained in Amendment No. 5 to the Form S-3
Registration Statement of Torchmark Corporation and Torchmark
Capital L.L.C. (No. 33-51963) The MIPS will also be described in
a prosectus to be subsequently filed with the Securities and
Exchange Commission pursuant to Rule 424(b) under the Securities
Act of 1933, which prospectus is deemed to be incorporated by
reference into this Form 8-A Registration Statement.
Item 2. Exhibits.
The following exhibits will be filed with the New York Stock
Exchange in connection with this Registration Statement and are
incorporated herein by reference from filings made with the
Securities and Exchange Commission.
1.1 Amendment No. 5 to Form S-3 Registration Statement No.
33-51963
1.2 Limited Liability Agreement of Torchmark Capital*
1.3 Certificate of Formation of Torchmark Capital*
1.4 Form of Amended and Restated Limited Liability
Company Agreement of Torchmark Capital**
1.5 Form of Payment and Guarantee Agreement by Torchmark
for the benefit of holders of preferred securities
of Torchmark Capital**
*Included as exhibits to Amendment No. 1 to the Form S-3 Registration
Statement No. 33-51963
**Included as exhibits to Amendment No. 3 to the Form S-3 Registration
Statement No. 33-51963
<PAGE>
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, thereunto duly authorized.
TORCHMARK CAPITAL L.L.C.
By: Torchmark Corporation, as
Managing Member
Date:10/4/94 By: /s/ Carol A. McCoy
Carol A. McCoy
Associate Counsel &
Secretary
