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UNITED STATES
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
<TABLE>
<S> <C>
APACHE CORPORATION APACHE FINANCE CANADA CORPORATION
(Exact name of registrant as specified in its charter) (Exact name of registrant as specified in its charter)
DELAWARE NOVA SCOTIA
(State of incorporation) (State of or other jurisdiction
of incorporation or organization)
No. 41-0747868 To be applied for
(I.R.S. Employer Identification Number) (I.R.S. Employer Identification Number)
SUITE 1000
ONE POST OAK CENTRAL 700-9TH S.W.
2000 POST OAK BOULEVARD, SUITE 100 CALGARY, ALBERTA
HOUSTON, TEXAS 77056-4400 CANADA
(713) 296-6000 (403) 261-1200
(Address, including zip code, and (Address, including zip code, and
telephone number, including area code, of telephone number, including area code, of
registrant's executive offices) registrant's executive offices)
</TABLE>
Z. S. KOBIASHVILI
2000 POST OAK BOULEVARD, SUITE 100
HOUSTON, TEXAS 77056-4400
(713) 296-6000
(Name, address, including zip code, and
telephone number, including area code,
of agent for service)
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Securities to be registered pursuant to Section 12(b) of the Act:
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<S> <C>
Title of each class Name of each exchange on which
to be so registered each class is to be registered
7.75% NOTES DUE DECEMBER 15, 2029 NEW YORK STOCK EXCHANGE
AND GUARANTEES
</TABLE>
If this Form relates to the registration of a class of debt securities and is
effective upon filing pursuant to General Instruction A.(c)(1), please check the
following box. [x]
If this Form relates to the registration of a class of debt securities and is to
become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A.(c)(2), please check the following box. [ ]
Securities Act registration statement file number to which this form relates:
333-90147 AND 333-90147-01
Securities to be registered pursuant to Section 12(g) of the Act: NONE.
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
A description of the securities registered hereunder comparable to that required
by Item 1 of Form 8-A is set forth under the caption "Description of Notes" in
the Prospectus contained in Amendment No. 1 to the Registration Statement on
Form S-3 (Registration Nos. 333-90147 and 333-90147-01) filed by Apache
Corporation ("Apache") and Apache Finance Canada Corporation ("Apache Finance")
with the SEC on November 12, 1999, as supplemented under "Description of Notes
and Guarantees" by the Prospectus Supplement for the 7.75% Notes due December
15, 2029 filed pursuant to Rule 424 on December 9, 1999. Such Prospectus and
Prospectus Supplement may be revised, supplemented, modified or amended and are
hereby incorporated by reference in answer to this Item 1.
ITEM 2. EXHIBITS.
Exhibit No. Description
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1. Restated Certificate of Incorporation of
Apache dated December 1, 1993, as filed with
the Secretary of State of Delaware on
December 16, 1993 (incorporated by reference
to Exhibit 3.1 to Apache's Annual Report on
Form 10-K for year ended December 31, 1993,
SEC File No. 1-4300).
2. Certificate of Ownership and Merger Merging
Apache Energy Resources Corporation into
Apache, effective December 31, 1995, as
filed with the Secretary of State of
Delaware on December 21, 1995 (incorporated
by reference to Exhibit 3.2 to Apache's
Annual Report on Form 10-K for year ended
December 31, 1995, SEC File No. 1-4300.)
3. Certificate of Designations, Preferences and
Rights of Apache's Series A Junior
Participating Preferred Stock, effective
January 31, 1996, as filed with the
Secretary of State of Delaware on January
22, 1996 (incorporated by reference to
Exhibit 3.3 to Apache's Annual Report on
Form 10-K for year ended December 31, 1995,
SEC File No. 1-4300).
4. Certificate of Ownership and Merger Merging
Apache PHN Company, Inc. into Apache,
effective July 1, 1998, as filed with the
Secretary of State of Delaware on July 1,
1998 (incorporated by reference to Exhibit
3.4 to Apache's Annual Report on Form 10-K
for the year ended December 31, 1998, SEC
File No. 1-4300).
5. Agreement and Plan of Merger Merging MWJR
Petroleum Corporation in Apache, effective
September 1, 1998, as filed with the
Secretary of State of Delaware on August 19,
1998 (incorporated by reference to Exhibit
3.5 to Apache's Annual Report on Form 10-K
for the year ended December 31, 1998, SEC
File No. 1-4300).
6. Certificate of Ownership and Merger Merging
MW Petroleum Corporation into Apache,
effective September 1, 1998, as filed with
the Secretary of State of Delaware on August
19, 1998 (incorporated by reference to
Exhibit 3.6 to Apache's Annual Report on
Form 10-K for the year ended December 31,
1998, SEC File No. 1-4300).
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Exhibit No. Description
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7. Certificate of Designations, Preferences and
Rights of Apache's 5.68% Cumulative
Preferred Stock, Series B, as filed with the
Secretary of State of Delaware on August 21,
1998 (incorporated by reference to Exhibit
3.7 to Apache's Annual Report on Form 10-K
for the year ended December 31, 1998, SEC
File No. 1-4300).
8. Certificate of Correction to Certificate of
Designations, Preferences and Rights of
Apache's 5.68% Cumulative Preferred Stock,
Series B, as filed with the Secretary of
State of Delaware on August 24, 1998
(incorporated by reference to Exhibit 3.8 to
Apache's Annual Report on Form 10-K for the
year ended December 31, 1998, SEC File No.
1-4300).
9. Certificate of Designations, Preferences and
Rights of Apache's Automatically Convertible
Equity Securities, Conversion Preferred
Stock, Series C, as filed with the Secretary
of State of Delaware on May 13, 1999
(incorporated by reference to Exhibit 3 to
Amendment No. 1 on Form 8-A/A to Apache's
Registration Statement on Form 8-A, filed
May 13, 1999).
10. Bylaws of Apache, as amended July 14, 1999
(incorporated by reference to Exhibit 3.1 to
Amendment No. 1 on Form 8-K/A to Apache's
Current Report on Form 8-K dated May 18,
1999, SEC File No.
1-4300).
11. Form of 7.75% Notes due December 15, 2029
and Guarantee (incorporated by reference to
Exhibit 4.1 to Apache's Current Report on
Form 8-K dated November 30, 1999, SEC File
No. 1-4300).
12. Form of Indenture among Apache, Apache
Finance and The Chase Manhattan Bank, as
Trustee, governing the Debt Securities and
Guarantees (incorporated by reference to
Exhibit 1.1 to Amendment No. 1 to the
Registration Statement of Apache and Apache
Finance on Form S-3, Registration Nos.
333-90147 and 333-90147-01, filed November
12, 1999).
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SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrants have duly caused this registration statement to be
signed on their behalf by the undersigned, thereto duly authorized.
APACHE CORPORATION
(REGISTRANT)
By: /s/ Z. S. Kobiashvili
Z. S. Kobiashvili
Vice President and General Counsel
Dated: December 13, 1999
APACHE FINANCE CANADA CORPORATION
(REGISTRANT)
By: /s/ Z. S. Kobiashvili
Z. S. Kobiashvili
Vice President and a Director
Dated: December 13, 1999
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