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): April 5, 2002
STILWELL FINANCIAL INC.
(Exact name of registrant as specified in its charter)
Delaware 001-15253 43-1804048
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(State of Incorporation) (Commission File Number) (IRS Employer
Identification No.)
920 Main Street, 21st Floor, Kansas City, Missouri 64105
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (816) 218-2400
Not Applicable
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(Former name or former address, if changed since last report)
Item 5. Other Events
Stilwell Financial Inc. ("Stilwell") has registered for issuance under
the Securities Act of 1933 (the "Securities Act") its debt securities, shares of
its common stock, par value $.01 per share, and shares of its preferred stock
pursuant to Registration Statement No. 333-69578, to be offered on a delayed or
continuous basis pursuant to Rule 415 under the Securities Act. Stilwell has
created a series of debt securities, designated as Stilwell's 7.875% Public
Interest NotES due 2032 (the "PINES"), for issuance under an indenture, dated as
of November 6, 2001 (the "Indenture"), between Stilwell and JPMorgan Chase Bank
(formerly known as The Chase Manhattan Bank), a New York banking corporation.
The terms and provisions of the PINES are set forth in an officers' certificate
(the "Officers' Certificate") pursuant to the Indenture. A copy of the Indenture
was filed as an exhibit to Stilwell's current report on Form 8-K dated November
7, 2001. A copy of the Officers' Certificate is filed as an exhibit to this
report.
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit No. Document
4.1 Officers' Certificate pursuant to the Indenture.
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.
STILWELL FINANCIAL INC.
Date: April 5, 2002 By: /s/ Douglas E. Nickerson
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Douglas E. Nickerson
Vice President, Controller and Treasurer
(Principal Accounting Officer)