SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 6, 1995
GREAT WESTERN FINANCIAL CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 1-4075 95-1913457
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
9200 Oakdale Avenue, Chatsworth, California 91311
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code: (818) 775-3411
(Former name or former address, if changed since last report.)
Not applicable.
Item 7 Financial Statements and Exhibits
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1. Purchase Agreement, dated December 6, 1995, among Great Western
Financial Corporation (the "Company"), Great Western Financial
Trust I (the "Trust") and Merrill Lynch, Pierce, Fenner & Smith
Incorporated, Goldman, Sachs & Co., Bear Stearns & Co. Inc., Dean
Witter Reynolds Inc. and Smith Barney Inc., as Representatives of
the several Underwriters, relating to the 8-1/4% Trust Originated
Preferred Securities of the Trust.
3. Certificate of Designation of Rights and Preferences of the 8-
1/4% Cumulative Preferred Stock of the Company, dated December 6,
1995.
4.1 Second Supplemental Indenture, dated as of December 6, 1995, to
Indenture, dated as of September 12, 1990, as amended, between
(the Company and Harris Trust and Savings Bank, relating to the
8-1/4% Subordinated Deferrable Interest Notes Due 2025 of the
Company.
4.2 Amended and Restated Declaration of Trust of the Trust, dated
December 6, 1995.
4.3 Form of 8-1/4% Trust Originated Preferred Securities of the Trust
(attached as Annex 1 to Exhibit A to the Amended and Restated
Declaration of Trust included herein as Exhibit 4.2) (the
"Preferred Securities").
4.4 Preferred Securities Guarantee Agreement, dated as of December 6,
1995, between the Company and The First National Bank of Chicago,
as Property Trustee.
5. Opinion of Skadden, Arps, Slate, Meagher & Flom as to the
validity of the Preferred Securities.
8. Opinion of Skadden, Arps, Slate, Meagher & Flom as to certain
federal tax matters relating to the Preferred Securities.
23.1 Consents of Skadden, Arps, Slate, Meagher & Flom (included in
Exhibits 5 and 8 hereto).
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Pursuant to the requirements of the Securities Exchange Act of 1934,
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
GREAT WESTERN FINANCIAL CORPORATION
/s/ J. Lance Erikson
By: J. Lance Erikson
Executive Vice President
DATED: December 14, 1995
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