1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 Date of Report (Date of Earliest Event Reported): June 1, 1995 DIAMOND SHAMROCK, INC. 9830 Colonnade Boulevard San Antonio, Texas 78230 (210) 641-6800 Delaware 1-9409 74-2456753 (State of (Commission (IRS Employer incorporation) File Number) Identification No.) 2 Item 5. Other Events On June 1, 1995, Diamond Shamrock, Inc. (the "Company") entered into a Pricing Agreement with NatWest Capital Markets Limited pursuant to which the Company intends to issue $25,000,000 of its 7-1/4% Debentures due June 15, 2010 (the "Debentures") in connection with an underwritten public offering of such Debentures. The net proceeds from the sale of the Debentures will be added to the Company's funds and used for general corporate purposes, which may include amounts necessary to fund anticipated capital spending in 1995. Pending such use, it is anticipated that such net proceeds will be used to repay outstanding short-term borrowings under bank money market facilities. Item 7. Financial Statements, Pro-Forma Financial Information and Exhibits. (c) Exhibits: 1.1 Pricing Agreement, dated June 1, 1995, between Diamond Shamrock, Inc. and NatWest Capital Markets Limited. 1.2 Underwriting Agreement Standard Provisions incorporated by reference into the Pricing Agreement described in Exhibit 1.1 (filed as Exhibit 1.5 to the Registration Statement, File No. 33-58744 and incorporated herein by reference). 4.1 Form of 7-1/4% Debenture due June 15, 2010. 12.1 Computation of ratio of earnings to fixed charges for the three month periods ended March 31, 1995 and 1994 and each of the five years ended December 31, 1994 (filed as Exhibit 12.1 to the Registration Statement, File No. 33-59451 and incorporated herein by reference). 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. DIAMOND SHAMROCK, INC. By: Robert C. Becker ---------------------------- Robert C. Becker, Vice President and Treasurer Date: June 2, 1995 4 EXHIBIT INDEX Exhibit Number Description Page ------ ----------- ---- 1.1 Pricing Agreement, dated June 1, 1995 between Diamond Shamrock, Inc. and NatWest Capital Markets Limited. 1.2 Underwriting Agreement Standard Provisions incorporated by reference into the Pricing Agreement described in Exhibit 1.1 (Filed as Exhibit 1.5 to the Registration Statement, File No. 33-58744 and incorporated herein by reference). 4.1 Form of 7-1/4% Debenture due June 15, 2010. 12.1 Computation of ratio of earnings to fixed charges for the three month periods ended March 31, 1995 and 1994 and each of the five years ended December 31, 1994 (filed as Exhibit 12.1 to the Registration Statement, File No. 33-59451 and incorporated herein by reference).