1 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): January 26, 2000 AZURIX CORP. (Exact name of registrant as specified in its charter) Delaware 001-15065 76-0589114 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification Number) 333 Clay Street, Suite 1000 Houston, Texas 77002 (Address of principal executive offices) (Zip Code) (713) 646-6001 (Registrant's telephone number, including area code) 2 ITEM 5. OTHER EVENTS. The registrant's press release dated January 26, 2000, regarding its intention to offer U.S. dollar and U.K. pound sterling denominated Senior Notes due 2007 and U.S. dollar denominated Senior Notes due 2010 in an aggregate amount of $500,000,000, is attached. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits Exhibits 99.1 - Press Release dated January 26, 2000 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. AZURIX CORP. Date: January 28, 2000 By: /S/ JOHN C. ALE --------------- John C. Ale Executive Director and General Counsel 3 EXHIBIT INDEX Exhibit No. Description - ----------- ------------ 99.1 Press Release dated January 26, 2000.