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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): JUNE 14, 2000
CENTEX CORPORATION
(Exact name of registrant as specified in its charter)
NEVADA 1-6776 75-0778259
(State of other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
2728 N. HARWOOD STREET, DALLAS, TEXAS 75201
(Address of principal executive offices) (Zip code)
Registrant's telephone number including area code: (214) 981-5000
NOT APPLICABLE
(Former name or former address if changed from last report)
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ITEM 5. OTHER EVENTS.
Reference is hereby made to the Registrant's Registration Statement on
Form S-3 (File No. 333-94221), filed with the Securities and Exchange Commission
(the "Commission") on January 7, 2000 and declared effective thereby on January
24, 2000 (the "Registration Statement"), pursuant to which the Registrant
registered $750,000,000 aggregate principal amount of its senior and
subordinated debt securities, various series, for offer and sale in accordance
with applicable provisions of the Securities Act of 1933, as amended.
On June 14, 2000, the Registrant entered into an Underwriting
Agreement (the "Underwriting Agreement') with Chase Securities Inc., Banc of
America Securities LLC and Salomon Smith Barney Inc. (collectively, the
"Underwriters"), in connection with the public offering by the Underwriters of
$200,000,000 aggregate principal amount of the Registrant's 9.75% Notes due 2005
(the "Notes"), covered by the Registration Statement. The Underwriting Agreement
in the form in which it was executed is filed herewith as Exhibit 1.1.
The Registrant has previously entered into an Indenture, dated as of
October 1, 1998 (the "Indenture"), with Chase Bank of Texas, National
Association, as trustee (the "Trustee"), with respect to the Registrant's senior
debt securities. A copy of the Indenture in the form in which it was executed
was filed as Exhibit 4.1 to the Registrant's Form 8-K (Date of Event: October
21, 1998) filed October 30, 1998, and is incorporated herein by reference.
Pursuant to the Indenture, the Registrant and the Trustee will enter
into an Indenture Supplement No. 4 (the "Indenture Supplement") which will
provide for the issuance of the Notes. A copy of the Form of Indenture
Supplement is filed herewith as Exhibit 4.2.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit
Number Description
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1.1 Underwriting Agreement, dated June 14, 2000, between Centex
Corporation and Chase Securities Inc., Banc of America
Securities LLC and Salomon Smith Barney Inc.
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4.1 Indenture dated October 1, 1998 between Centex Corporation
and Chase Bank of Texas, National Association (filed as
Exhibit 4.1 to the Registrant's Form 8-K dated October 21,
1998 and incorporated herein by reference).
4.2 Form of Indenture Supplement No. 4 with respect to the Notes,
to be entered into by Centex Corporation and Chase Bank of
Texas, National Association.
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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.
CENTEX CORPORATION
By: /s/ Vicki A. Roberts
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Name: Vicki A. Roberts
Title: Vice President and Treasurer
Date: June 16, 2000.
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EXHIBIT INDEX
Exhibit
Number Description
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1.1 Underwriting Agreement, dated June 14, 2000, between Centex
Corporation and Chase Securities Inc., Banc of America
Securities LLC and Salomon Smith Barney Inc.
4.1 Indenture dated October 1, 1998 between Centex Corporation
and Chase Bank of Texas, National Association (filed as
Exhibit 4.1 to the Registrant's Form 8-K dated October 21,
1998 and incorporated herein by reference).
4.2 Indenture Supplement No. 4 dated as of June 19, 2000 with
respect to the Senior Debt Securities, between Centex
Corporation and Chase Bank of Texas, National Association.