SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: November 30, 2000
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(Date of earliest event reported)
ASSOCIATES FIRST CAPITAL CORPORATION
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(Exact name of registrant as specified in charter)
Delaware 2-44197 06-0876639
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(State or other juris- (Commission (I.R.S. Employer
diction of organization) File Nos.) Identification No.)
250 E. Carpenter Freeway, Irving, Texas 75062-2729
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(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number, including area code: (972) 652-4000
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Item 5. Other Events
On November 30, 2000, Citigroup Inc. and Associates First Capital
Corporation ("Associates") announced the completion of Citigroup's acquisition
of Associates. The acquisition was consummated through a merger of a subsidiary
of Citigroup with and into Associates (with Associates as the surviving
corporation) pursuant to which each share of Associates common stock has become
a right to receive .7334 of a share of common shares of Citigroup. The
acquisition followed the approval by Associates' shareholders and the approval
by certain domestic and foreign antitrust, banking and insurance regulators.
Subsequent to the acquisition, Citicorp (an indirect wholly-owned
subsidiary of Citigroup) became the parent of Associates and issued a full and
unconditional guarantee (the "Guarantee") of the outstanding long-term debt
securities and commercial paper of Associates. Associates's debt securities and
commercial paper will no longer be separately rated. Associates intends to cease
filing periodic reports as required by the Securities Exchange Act of 1934.
Citicorp, Associates and Associates Corporation of North America (a subsidiary
of Associates, "ACONA") have filed a registration statement on Form S-3 for the
registration of the Guarantee and all market-making transactions in the
guaranteed long-term debt securities by affiliates of Citicorp, Associates and
ACONA, including Salomon Smith Barney Inc., another subsidiary of Citigroup.
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SIGNATURE
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.
ASSOCIATES FIRST CAPITAL CORPORATION
By: /s/ Frederic C. Liskow
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Name: Frederic C. Liskow
Title: Vice President
Date: December 1, 2000
