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): November 6, 2001
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, 21/st/ 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. 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 7.00% Senior Notes
due 2006 (the "Notes"), for issuance under an indenture, dated as of November 6,
2001 (the "Indenture"), between Stilwell and The Chase Manhattan Bank, a New
York banking corporation. The terms and provisions of the Notes are set forth in
an officers' certificate (the "Officers' Certificate") pursuant to the
Indenture. Copies of the Indenture and the Officers' Certificate are filed as
exhibits to this report.
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit No. Document
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4.1 Indenture, dated as of November 6, 2001,
between Stilwell Financial Inc. and The
Chase Manhattan Bank.
4.2 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: November 7, 2001 By: /s/ Douglas E. Nickerson
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Douglas E. Nickerson
Vice President, Controller and
Treasurer
(Principal Accounting Officer)