SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                             ----------------------

                                    FORM 8-A

                FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                     PURSUANT TO SECTION 12(B) OR (G) OF THE
                         SECURITIES EXCHANGE ACT OF 1934



                              KANSAS CITY SOUTHERN
             (Exact name of Registrant as specified in its charter)


    DELAWARE                                                44-0063509
(State of incorporation                                     (I.R.S. Employer
   or organization)                                         Identification No.)


427 WEST 12TH STREET,
KANSAS CITY, MISSOURI
                                                            64105
(Address of principal executive offices)                    (Zip Code)


     If this form relates to the registration of a class of securities  pursuant
to  Section  12(b) of the  Exchange  Act and is  effective  pursuant  to General
Instruction A.(c), check the following box. [ X] Not Applicable.

     If this form relates to the registration of a class of securities  pursuant
to  Section  12(g) of the  Exchange  Act and is  effective  pursuant  to General
Instruction A.(d), check the following box. [ ] Not Applicable.

     Securities  Act  registration  statement  file  number  to which  this form
relates: Not applicable.

     Securities to be registered pursuant to Section 12(b) of the Act:

             Title of Each Class                 Name of Each Exchange on Which
             To Be So Registered                 Each Class Is To Be Registered
             -------------------                 ------------------------------
 Rights to Purchase Series A Preferred Shares        New York Stock Exchange

     Securities to be registered pursuant to Section 12(g) of the Act: None





                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.

     On September 27, 2005,  the Board of Directors (the "Board") of Kansas City
Southern (the "Company") declared a dividend  distribution of one Right for each
outstanding share of the Company's Common Stock,  $0.01 par value per share (the
"Common  Stock"),  to the  stockholders of record as of the close of business on
October 12, 2005 (the "Record Date").  Each Right entitles the registered holder
thereof to purchase from the Company 1/1,000ths of a share of Series A Preferred
Stock,  par  value  1.00  per  share  (the  "Preferred   Stock"),   or  in  some
circumstances,  Common Stock, other securities, cash or other assets, at a price
of $100 per share (the "Purchase Price"),  (both shares and price are subject to
adjustment as described  below).  The terms and conditions of the Rights are set
forth in a Rights  Agreement  dated as of September  29, 2005, as may be amended
from time to time between the Company and UMB Bank,  n.a.,  as Rights Agent (the
"Rights Agreement"). A copy of the Rights Agreement,  attached hereto as Exhibit
99, is  incorporated  herein by reference and this  description of the Rights is
qualified in its entirety by reference to such  exhibit.  Capitalized  terms not
defined herein are defined in the Rights Agreement.

     As of September 27, 2005, the Company had a total of 400,000,000  shares of
Common Stock authorized, of which 82,401,207 shares were issued and outstanding.
Initially,  the  Rights  will  be  attached  to all  Common  Stock  certificates
representing  shares then outstanding,  and no separate Rights Certificates will
be distributed. Subject to certain exceptions specified in the Rights Agreement,
the Rights will  separate  from the Common  Stock and a  Distribution  Date will
occur  upon  the  earlier  of (i) ten  (10)  business  days  following  a public
announcement  that a person or group of  affiliated  or  associated  persons has
acquired  beneficial  ownership  of  fifteen  percent  (15%) or more of the then
outstanding  shares of Common Stock (or thirteen  percent  (13%) in the case the
Independent  Directors  determine such Person is an "Adverse Person") (each such
person or group of affiliated or  associated  persons  referred to herein and in
the Rights Agreement as an "Acquiring  Person"),  or (ii) ten (10) business days
following the commencement of a tender offer or exchange offer that would result
in a person or group  becoming an Acquiring  Person.  Pursuant to exceptions set
forth in the Rights Agreement, Grupo TMM, S.A. and certain of its affiliates and
stockholders have been exempted under certain  circumstances from the definition
of an  "Acquiring  Person."  As used  herein  and in the  Rights  Agreement,  an
Independent  Director means any member of the Board of Directors of the Company,
while such person is a member of the Board, who is not an Acquiring  Person,  an
Affiliate or Associate of an Acquiring Person, or a representative or nominee of
an Acquiring Person or of any such Affiliate or Associate.

     Until the Distribution Date, (i) the Rights will be evidenced by the Common
Stock  certificates and will be transferred with and only with such Common Stock
certificates,  (ii) new Common Stock  certificates  issued after the Record Date
will contain a notation  incorporating  the Rights  Agreement  by reference  and
(iii)  the  surrender  for  transfer  of  any   certificates  for  Common  Stock
outstanding will also constitute the transfer of the Rights  associated with the
Common Stock represented by such certificate.

     As soon as practicable  after the Distribution  Date,  Rights  Certificates
will be mailed to  holders  of  record  of the  Common  Stock as of the close of
business  of  the   Distribution   Date,  and  thereafter  the  separate  Rights
Certificates  alone will represent the Rights.  Following the Distribution Date,
shares of Common  Stock  issued  will be  accompanied  by Rights only in certain
instances.

     The Rights are not exercisable  until the Distribution Date and will expire
at the close of  business  on October  11,  2010,  unless the Rights are earlier
redeemed by the Company as described below.

     In the event that a Person becomes an Acquiring Person,  except pursuant to
a tender or exchange  offer for all  outstanding  shares of Common Stock which a
majority of the Independent Directors



determines to be adequate and  otherwise in the best  interests of the Company's
stockholders,  taking into  consideration  all factors that such  directors deem
relevant (a "Permitted Offer"),  each holder of a Right will thereafter have the
right to receive, upon exercise of the Right at the then current Purchase Price,
that  number of  shares of the  Preferred  Stock (or in  certain  circumstances,
Common Stock or assets or other securities of the Company) having a market value
of two times the Purchase Price.  Notwithstanding  the foregoing,  following the
occurrence of the event set forth in this paragraph, all Rights that are or were
beneficially  owned by any Acquiring  Person or Adverse  Person will be null and
void.

     In the event that, at any time  following the Share  Acquisition  Date, (i)
the Company  engages in a merger or other  business  combination  transaction in
which the Company is not the surviving corporation,  (ii) the Company engages in
a merger or other business  combination  transaction in which the Company is the
surviving  corporation  and the  Common  Stock  of the  Company  is  changed  or
exchanged,  or (iii) fifty percent (50%) or more of the Company's  assets,  cash
flow or earning  power is sold or  transferred  (in each case other than with an
entity which acquired the shares pursuant to a Permitted Offer),  each holder of
a Right shall  thereafter have the right to receive,  upon exercise of the Right
at the then current Purchase Price, that number of shares of the common stock of
the acquiring  company (or certain of its  affiliates)  that at the time of such
transaction  would have a market  value of two times the  exercise  price of the
Right.  If the Rights are  exercised to acquire the  Preferred  Stock,  then the
Rights will not  thereafter  be  exercisable  to acquire the  securities  of any
Acquiring  Person.  The  events  set forth in this  paragraph  and in the second
preceding  paragraph  are  referred to in the Rights  Agreement  as  "Triggering
Events."

     At any time until the Share  Acquisition Date or the Final Expiration Date,
the  Company  may  redeem the  Rights in whole,  but not in part,  at a price of
$0.0025 per Right (the  "Redemption  Price").  Following  the Share  Acquisition
Date,  but prior to an event  listed in Section  13(a) of the  Rights  Agreement
(i.e. a merger,  consolidation  or sale of more than 50 percent of the assets or
earnings power of the Company and its subsidiaries),  the Company may redeem the
Rights in  connection  with any event  specified  in Section  13(a) in which all
stockholders  are treated alike and which does not include the Acquiring  Person
or its Affiliates or Associates.  In addition, the Company's right of redemption
may be reinstated  following an inadvertent trigger of the Rights (as determined
by the Board) if an  Acquiring  Person  reduces its  beneficial  ownership to 10
percent or less of the  outstanding  shares of Common  Stock of the Company in a
transaction  or series of  transactions  not involving the Company.  Immediately
upon the action of the Board  electing to redeem the Rights,  the Company  shall
make  announcement  thereof,  and upon such election,  the right to exercise the
Rights  will  terminate  and the only right of the  holders of Rights will be to
receive the Redemption Price.

     Until a Right is  exercised,  the  holder  thereof,  as such,  will have no
rights as a stockholder of the Company, including, without limitation, the right
to vote or to receive  dividends.  While the distribution of the Rights will not
be taxable to stockholders or to the Company, stockholders may, depending on the
circumstances,  recognize  taxable  income in the event that the  Rights  become
exercisable for the Preferred Stock (or other securities, as the case may be) of
the Company or for common stock of an  acquiring  company or in the event of the
redemption of the Rights as set forth above.

     The Purchase Price payable, and the number of shares of Preferred Stock (or
Common  Stock,  other  securities,  cash or  other  assets,  as the case may be)
issuable upon exercise of the Rights are subject to adjustment from time to time
to prevent  dilution (i) in the event of a stock  dividend on, or a subdivision,
combination or  reclassification  of the Preferred Stock, (ii) upon the grant to
holders of the  Preferred  Stock of certain  rights or warrants to subscribe for
shares of the Preferred Stock or convertible securities at less than the current
market price of the Preferred Stock or (iii) upon the distribution to holders of
the Preferred Stock of evidences of indebtedness  or assets  (excluding  regular
periodic  cash  dividends  out of  earnings or  retained  earnings or  dividends
payable in the Preferred  Stock) or of  subscription  rights or warrants  (other
than those referred to above).



     With  certain  exceptions,  no  adjustment  in the  Purchase  Price will be
required  until  cumulative  adjustments  require an  adjustment of at least one
percent (1%) in such Purchase Price. No fractional  shares will be issued (other
than fractional shares which are integral  multiples of 1/1,000ths of a share of
Preferred Stock) and, in lieu thereof,  an adjustment in cash will be made based
on the market price of the Preferred Stock on the last Trading Date prior to the
date of exercise.

     Prior to the  Distribution  Date,  the Board may  amend or  supplement  any
provision  of the Rights  Agreement  without  the  consent of the holders of the
Rights.  Following the  Distribution  Date, the Board of Directors may amend the
provisions of the Rights  Agreement in order to cure any  ambiguity,  to correct
any defect or inconsistency or to make changes deemed necessary or desirable, so
long as such changes do not adversely affect the interests of the holders of the
Rights  (excluding the interests of any Acquiring  Person and its affiliates and
associates).  In any  case,  however,  the Board of  Directors  may not amend or
supplement the Rights  Agreement to change or supplement  the Redemption  Price,
Final Expiration Date, the Purchase Price or the number of 1/1,000ths of a share
of Preferred Stock for which a Right is exercisable.

     The  Rights  may have the  effect of  impeding  a change in  control of the
Company  without  the prior  consent of the Board,  and the Rights  could  cause
substantial  dilution to a person that  attempts to acquire the Company  without
conditioning  the  offer on  redemption  of the  Rights  by the  Board or on the
acquisition  by such person of a substantial  number of Rights.  The Rights will
not interfere with any Permitted Offer for all of the  outstanding  Common Stock
that has the approval of the Independent Directors.

ITEM 2.        EXHIBITS.

  99.1         Rights  Agreement  dated as of  September  29,  2005  between the
               Company  and  UMB  Bank,  n.a.,  filed  as  Exhibit  10.1  to the
               Company's   Form  8-K  filed  on  October  3,  2005,   is  hereby
               incorporated by reference as Exhibit 99.1.




                                    SIGNATURE

     Pursuant to the  requirements of Section 12 of the Securities  Exchange Act
of 1934, the Registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized.

                                             KANSAS CITY SOUTHERN



Date:  October 12, 2005                      By: /s/ Ronald G. Russ
                                             ---------------------------------
                                             Ronald G. Russ
                                             Executive Vice President and
                                             Chief Financial Officer




                                  EXHIBIT INDEX

EXHIBIT NO.         DESCRIPTION

  99.1              Rights  Agreement dated as of September 29, 2005 between the
                    Company and UMB Bank, n.a.