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
Date of Report (Date of Earliest event reported): February 21, 1995
SANTA FE PACIFIC CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
1-8627 36-3258709
(Commission File Number) (I.R.S. Employer
Identification No.)
1700 East Golf Road, Schaumburg, Illinois 60173-5860
(Address of Principal Executive Offices) (Zip Code)
(708) 995-6000
(Registrant's Telephone Number, Including Area Code)
(Not Applicable)
(Former Name or Former Address, If Changed Since Last Report)
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INFORMATION TO BE INCLUDED IN THE REPORT
Item 5. Other Events.
Santa Fe Pacific Corporation ("SFP") issued a press release
dated February 22, 1995 announcing the deferral of the
Distribution Date under its Shareholder Rights Plan, adopted on
November 28, 1994, which press release is attached as Exhibit 99
and is hereby incorporated by reference.
The Board adopted resolutions on February 21, 1995 to delay
the Distribution Date until any person or group acquires
beneficial ownership of 15 percent or more of SFP common stock or
until 15 days after the commencement or announcement of a tender
or exchange offer which would result in any person or group
becoming the beneficial owner of 15 percent or more of SFP common
stock.
Item 7. Financial Statements and Exhibits.
(c) Exhibits:
See Exhibit Index included herewith at E-1.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
SANTA FE PACIFIC CORPORATION
(Registrant)
Date: February 24, 1995 By: /s/ Jeffrey R. Moreland
----------------------------
(Signature)
Jeffrey R. Moreland
Vice President-Law
and General Counsel
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EXHIBIT INDEX
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EXHIBIT
NUMBER Description of Exhibit
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99 Santa Fe Pacific Corporation press release dated
February 22, 1995.
E-1
FOR IMMEDIATE RELEASE MEDIA CONTACT: Catherine Westphal
#20 (708) 995-6273
Santa Fe Pacific Defers Distribution Date Under Shareholder
Rights Plan
SCHAUMBURG, ILLINOIS, February 22, 1995 -- Santa Fe Pacific
Corporation's board of directors announced the deferral of the
distribution date under SFP's Shareholder Rights Plan, adopted on
November 28, 1994. The distribution date was previously set for
February 28, 1995.
The board adopted resolutions to delay the distribution date
under the Shareholder Rights Plan until any person or group
acquires beneficial ownership of 15% or more of SFP common stock
or until 15 days after the commencement or announcement of a
tender or exchange offer which would result in any person or
group becoming the beneficial owner of 15% or more of SFP common
stock.
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