8-K

 

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): April 22, 2005

Kansas City Southern
__________________________________________
(Exact name of registrant as specified in its charter)

Delaware	1-4717	44-0663509
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
427 West 12th Street, Kansas City, Missouri		64105
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 816-983-1303

Not Applicable
______________________________________________
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01. Other Events.

TFM, S.A. de C.V. ("TFM"), a subsidiary of Kansas City Southern ("KCS", "the Company") announced on April 22, 2005 that on April 20, 2005, it had accepted for purchase tenders equal to approximately $386.0 million principal amount of its 11.75% Senior Discount Debentures due 2009 ("the Notes"). See the press release attached hereto as Exhibit 99.1 for additional information.

Item 9.01. Financial Statements and Exhibits.

Press Release issued by TFM dated April 22, 2005 entitled "TFM Announces Payment for Early Tenders from Holders of 87.04% of TFM's 11.75% Senior Discount Debentures due 2009" is attached hereto as exhibit 99.1.

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.

	Kansas City Southern
April 26, 2005	By:	James S. Brook
		Name: James S. Brook
		Title: Vice President and Comptroller (Principal Accounting Officer)

Exhibit Index

Exhibit No.	Description
99.1	Press Release issued by TFM dated April 22, 2005 entitled "TFM Announces Payment for Early Tenders from Holders of 87.04% of TFM's 11.75% Senior Discount Debentures due 2009".

EX-99.1

Date: April 22, 2005

TFM Announces Payment for Early Tenders from Holders of 87.04% of
TFM’s 11.75% Senior Discount Debentures due 2009

Mexico City, Mexico April 22, 2005 – TFM, S.A. de C.V., a subsidiary of Kansas City Southern (“KCS”) (NYSE:KSU), announced that on April 20, 2005 it accepted for purchase tenders equal to approximately $386.0 million principal amount of its 11.75% Senior Discount Debentures due 2009 of its majority owned subsidiary, TFM, S.A. de C.V. (“TFM”) (CUSIP Numbers: 872402AB8 and 872402AD4, ISIN Number: USP91415AB81) (the “Notes”). The Notes accepted for payment were tendered on or prior to the Consent Deadline of 5:00 p.m. NYC time, April 14, 2005, pursuant to the previously announced consent solicitation and tender offer for the Notes, and TFM made payments to Holders of the Notes of the Total Consideration plus Accrued Interest.

As part of its pending tender offer for the Notes, TFM was soliciting consents to eliminate substantially all of the restrictive covenants included in the indenture under which the Notes were issued and to reduce the minimum prior notice period with respect to a redemption date for outstanding Notes from 30 to 3 days. The supplemental indenture relating to the Notes containing the proposed changes was executed by TFM and the Trustee under the indenture, and it became operative on April 20, 2005.

Contacts:

Investors
William H. Galligan
816-983-1551
william.h.galligan@kcsr.com.

U.S. Media
C. Doniele Kane
816-983-1372
doniele.c.kane@kcsr.com

Mexico Media
Gabriel Guerra
011-525-55-208-0860
gguerra@gcya.net