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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
UTILICORP CAPITAL L.P. UTILICORP UNITED INC.
(Exact name of registrant as (Exact name of registrant as
specified in its charter) specified in its charter)
DELAWARE DELAWARE
(State of incorporation (State of incorporation
or organization) or organization)
43-1711107 44-0541877
(IRS Employer Identification Number) (IRS Employer Identification Number)
c/o Richard C. Green, Jr. Richard C. Green, Jr.
UtiliCorp United Inc. UtiliCorp United Inc.
911 Main 911 Main
Kansas City, Missouri 64105 Kansas City, Missouri 64105
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class to be registered Name of each exchange on which
each class of stock is to be
registered
8 7/8% Cumulative Monthly Income Preferred New York Stock Exchange
Securities, Series A (liquidation preference
$25 per Preferred Security)
Guarantee for the benefit of holders of New York Stock Exchange
8 7/8% Cumulative Monthly Income
Preferred Securities, Series A
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 Registrants' Securities to be Registered.
For a full description of the 8 7/8% Cumulative Monthly Income Preferred
Securities, Series A (the "Series A Preferred Securities") of UtiliCorp Capital
L.P. ("UtiliCorp Capital") and the guarantee (the "Guarantee") of UtiliCorp
United Inc. ("UtiliCorp") being registered hereby, reference is made to the
information contained under the captions "Description of the Preferred
Securities" and "Description of the Guarantee" in the Prospectus dated May 30,
1995 covering up to $100,000,000 of Preferred Securities of UtiliCorp Capital
(the "Prospectus") and the information contained under the captions "Description
of the Series A Preferred Securities" and "Effect of Obligations under the
Series A Junior Subordinated Debentures and the Guarantee" in the Prospectus
Supplement dated June 2, 1995 to the Prospectus covering the Series A Preferred
Securities (the "Prospectus Supplement"). The Prospectus and the Prospectus
Supplement form part of the Registrants' Registration Statement (Nos. 33-59235
and 33-59235-01) on Form S-3 filed with the Securities and Exchange Commission
on May 11, 1995, under the Securities Act of 1933, as amended, which
Registration Statement was amended by Amendment No. 1 to Form S-3 Registration
Statement dated and filed with the Securities and Exchange Commission on May 30,
1995, and declared effective on May 30, 1995. The information contained in the
foregoing Registration Statement, as amended (the "Registration Statement"),
Prospectus and Prospectus Supplement is incorporated herein by reference.
Item 2. Exhibits
2.1 Certificate of Limited Partnership of UtiliCorp Capital, incorporated
herein by reference to Exhibit 4(c) to the Registration Statement.
2.2 Form of Amended and Restated Agreement of Limited Partnership of UtiliCorp
Capital, incorporated herein by reference to Exhibit 4(d) to the
Registration Statement.
2.3 Form of Action by the General Partner of UtiliCorp Capital creating the
Series A Preferred Securities, incorporated herein by reference to Exhibit
4(e) to the Registration Statement.
2.4 Form of specimen Series A Preferred Security, incorporated herein by
reference to Annex A to Exhibit 4(d) to the Registration Statement.
2.5 Form of Guarantee Agreement of UtiliCorp, incorporated herein by reference
to Exhibit 4(g) to the Registration Statement.
2.6 Form of Indenture between UtiliCorp and UMB Bank, N.A., as Trustee,
incorporated herein by reference to Exhibit 4(a) to the Registration
Statement.
2.7 Form of First Supplemental Indenture to Indenture, incorporated herein by
reference to Exhibit 4(b) to the Registration Statement.
2.8 Form of Junior Subordinated Deferrable Interest Debenture, Series A, Due
2025, incorporated herein by reference to Exhibit 4(b) to the Registration
Statement.
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SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, as amended, UtiliCorp Capital L.P. and UtiliCorp United Inc. have duly
caused this Registration Statement to be signed on their behalf by the
undersigned, thereto duly authorized.
UTILICORP CAPITAL L.P.
By: UTILICORP UNITED INC.
as General Partner
By: /s/ Dale J. Wolf
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Dale J. Wolf
Vice President, Finance, Treasurer
and Corporate Secretary
UTILICORP UNITED INC.
By: /s/ Dale J. Wolf
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Dale J. Wolf
Vice President, Finance, Treasurer
and Corporate Secretary
Dated: June 5, 1995