-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QLS2jjnGl0GhPQjt1VhosaL0l3iE9buKqW5NLPIxgdXVdIdCuV5+5wtrHBGs0ywb 3SvYNyj9seerEw4P+ha91w== 0000898430-99-004098.txt : 19991108 0000898430-99-004098.hdr.sgml : 19991108 ACCESSION NUMBER: 0000898430-99-004098 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19991105 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EIX TRUST II CENTRAL INDEX KEY: 0001089817 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: SEC FILE NUMBER: 001-15453 FILM NUMBER: 99741846 BUSINESS ADDRESS: STREET 1: 2244 WALNUT GROVE AVE STREET 2: ROOM 369 CITY: ROSEMEAD STATE: CA ZIP: 91770 BUSINESS PHONE: 6263021930 MAIL ADDRESS: STREET 1: 2244 WALNUT GROVE AVE STREET 2: ROOM 369 CITY: ROSEMEAD STATE: CA ZIP: 91770 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EDISON INTERNATIONAL CENTRAL INDEX KEY: 0000827052 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 954137452 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: SEC FILE NUMBER: 001-15453-01 FILM NUMBER: 99741847 BUSINESS ADDRESS: STREET 1: 2244 WALNUT GROVE AVE, STE 374 STREET 2: P O BOX 800 CITY: ROSEMEAD STATE: CA ZIP: 91770 BUSINESS PHONE: 6263022222 FORMER COMPANY: FORMER CONFORMED NAME: SCECORP DATE OF NAME CHANGE: 19920703 8-A12B 1 FORM 8-A FORM 8-A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 EIX TRUST II (Exact name of registrant as specified in its charter) Delaware 95-7077770 (State of incorporation or organization) (I.R.S. Employer Identification No.) 2244 Walnut Grove Avenue, Rosemead, CA 91770 (Address of principal executive offices) (Zip Code) EDISON INTERNATIONAL (Exact name of registrant as specified in its charter) California 95-413745 (State of incorporation or organization) (I.R.S. Employer Identification No.) 2244 Walnut Grove Avenue, Rosemead, CA 91770 (Address of principal executive offices) (Zip Code) Title of each class Name of each exchange on which to be so registered each class is to be registered 8.60% Cumulative Quarterly Income Preferred New York Stock Securities, Series B (QUIPS) Exchange 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] 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. [ ] Securities Act registration statement file number to which this form relates: 333-82293 Securities to be registered pursuant to Section 12(g) of the Act: None Item 1. Description of Registrants' Securities To Be Registered - ----------------------------------------------------------------- The securities to be registered hereby are 8.60% Cumulative Quarterly Income Preferred Securities, Series B ("QUIPS") of EIX Trust II, a Delaware business trust, which are guaranteed by Edison International, a California corporation, to the extent set forth in the Guarantee Agreement between Edison International and The Chase Manhattan Bank, as guarantee trustee (the "Guarantee"). The Guarantee is incorporated by reference to Exhibit 4.3 to a Form 8-K filed by Edison International with the Securities and Exchange Commission (the "Commission") on November 3, 1999. The particular terms of the QUIPS and the Guarantee are described in the Prospectus filed with the Commission on October 25, 1999, pursuant to Rule 424(b)(5) of the Securities Act of 1934, as amended (the "Prospectus"), in connection with the Registration Statement on Form S-3 (Reg. No. 333-82293) filed by Edison International, EIX Trust I, EIX Trust II and EIX Trust III, with the Commission on July 2, 1999, as amended by Amendment No. 1, filed with the Commission on July 13,1999, and as amended by Amendment No. 2, filed with the Commission on July 15, 1999 (as so amended and as may be further amended from time to time, the "Registration Statement"). The Registration Statement became effective on July 15, 1999. The Guarantee and the Prospectus are deemed to be incorporated by reference herein as set forth in Item 2 below. Item 2. Exhibits - ----------------- Exhibits heretofore filed with the Commission and designated as set forth below are hereby incorporated herein by reference and made a part hereof with the same effect as if filed herewith. 2.1 The Prospectus, filed with the Commission on July 22, 1999, pursuant to Rule 424(b)(5) in connection with the Registration Statement, is hereby incorporated by reference. 2.2 Certificate of Trust of EIX Trust II, filed with the Commission on July 2, 1999, as Exhibit 3.5 to the Registration Statement, is hereby incorporated by reference. 2.3 Trust Agreement of EIX Trust II, filed with the Commission on July 2, 1999, as Exhibit 4.9 to the Registration Statement, is hereby incorporated by reference. 2.4 Amended and Restated Trust Agreement of EIX Trust II, filed with the Commission on November 3, 1999, as Exhibit 4.2 to a Form 8-K, is hereby incorporated by reference. 2.5 Subordinated Indenture among the Edison International and The Chase Manhattan Bank, as trustee, filed with the Commission on August 9, 1999, as Exhibit 4.1 to a Form 8-K, is hereby incorporated by reference. 2.6 Supplemental Indenture No. 2 to Subordinated Indenture among the Edison International and The Chase Manhattan Bank, as trustee, filed with the Commission on November 3, 1999, as Exhibit 4.1 to a Form 8-K, is hereby incorporated by reference. 2.7 8.60% Subordinated Deferrable Interest Note, Series B, filed with the Commission on November 3, 1999, as Exhibit 4.4 to a Form 8-K, is hereby incorporated by reference. 2.8 8.60% Cumulative Quarterly Income Preferred Securities, Series B, filed with the Commission on November 3, 1999, as Exhibit 4.5 to a Form 8-K, is hereby incorporated by reference. 2.9 Guarantee Agreement between Edison International and The Chase Manhattan Bank, as guarantee trustee, filed with the Commission on November 3, 1999, as Exhibit 4.3 to a Form 8-K, is hereby incorporated by reference. SIGNATURE Pursuant to the requirement of Section 12 of the Securities Exchange Act of 1934, the registrants has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized. EIX TRUST II By: EDISON INTERNATIONAL By: /s/ Mary C. Simpson -------------------------- Mary C. Simpson Assistant Treasurer Date: November 5, 1999 EDISON INTERNATIONAL By: /s/ Mary C. Simpson -------------------------- Mary C. Simpson Assistant Treasurer Date: November 5, 1999 -----END PRIVACY-ENHANCED MESSAGE-----