UNITED STATES
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 of 1934
Date of Report (date of earliest event reported): July 28, 2003
WELLS FARGO & COMPANY
(Exact name of registrant as specified in its charter)
| Delaware | | 001-2979 | | No. 41-0449260 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
420 Montgomery Street, San Francisco, California 94163
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: 1-800-411-4932
Not applicable
(Former name or former address, if changed since last report)
| Item 7: | | Financial Statements and Exhibits |
On July 28, 2003, Wells Fargo Capital VIII issued its 5.625% Trust Preferred Securities (the “Trust Issuance”) and used the proceeds from such issuance, together with the proceeds of the issuance of its 5.625% Common Securities, to purchase 5.625% Junior Subordinated Debentures due August 1, 2033, from Wells Fargo & Company (the “Company Issuance”). The purpose of this Current Report is to file with the Securities and Exchange Commission the Underwriting Agreement, the Amended and Restated Declaration of Trust and Trust Agreement, the form of 5.625% Capital Security and the Guarantee Agreement relating to the Trust Issuance and the form of 5.625% Junior Subordinated Debenture due August 1, 2003, relating to the Company Issuance.
(c) Exhibits
| |
1.1 | | Underwriting Agreement dated July 21, 2003, among Wells Fargo Capital VIII, Wells Fargo & Company and the Representatives named therein. |
| |
4.1 | | Amended and Restated Declaration of Trust and Trust Agreement dated as of July 28, 2003, among Wells Fargo & Company, Bank One Trust Company, N.A., Wilmington Trust Company, the Administrative Trustees named therein, and the Holders named therein. |
| |
4.2 | | Form of 5.625% Capital Security (included in Exhibit 4.1). |
| |
4.3 | | Guarantee Agreement dated as of July 28, 2003, between Wells Fargo & Company and Bank One Trust Company, N.A. |
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4.4 | | Form of 5.625% Junior Subordinated Debenture due August 1, 2033. |
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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, thereunto duly authorized, on July 29, 2003.
| WELLS FARGO & COMPANY |
| |
| By: | | /s/ RICHARD D. LEVY |
| |
|
| | | Richard D. Levy Senior Vice President and Controller |
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Index to Exhibits
| | |
Exhibit No.
| | Description
| | Method of Filing
|
| | |
1.1 | | Underwriting Agreement dated July 21, 2003, among Wells Fargo Capital VIII, Wells Fargo & Company and the Representatives named therein. | | Electronic
Transmission |
| | |
4.1 | | Amended and Restated Declaration of Trust and Trust Agreement dated as of July 28, 2003, among Wells Fargo & Company, Bank One Trust Company, N.A., Wilmington Trust Company, the Administrative Trustees named therein, and the Holders named therein. | | Electronic Transmission |
| | |
4.2 | | Form of 5.625% Capital Security (included in Exhibit 4.1). | | |
| | |
4.3 | | Guarantee Agreement dated as of July 28, 2003, between Wells Fargo & Company and Bank One Trust Company, N.A. | | Electronic
Transmission |
| | |
4.4 | | Form of 5.625% Junior Subordinated Debenture due August 1, 2033 | | Electronic
Transmission |
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