8-A12B 1 pso8a.txt PSO SENIOR NOTES, SERIES B, DUE 2032 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 PUBLIC SERVICE COMPANY OF OKLAHOMA (Exact name of registrant as specified in its charter) Oklahoma 73-0410895 (State of incorporation (I.R.S. Employer or organization) Identification Number) 1 Riverside Plaza, Columbus, Ohio 43215 (Address of principal executive offices) (Zip Code) Securities to be registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange to be so registered: on which each class Senior Notes, is to be registered: Series B, due 2032 New York Stock 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: 333-100623 Securities to be registered pursuant to Section 12(g) of the Act: None ---- (Title of Class) Item. 1. Description of Securities to be Registered. The description of securities under the heading "SUPPLEMENTAL DESCRIPTION OF THE SENIOR NOTES" in the Registrant's Prospectus relating to the Registrant's 6% Senior Notes, Series B, due 2032, filed pursuant to Rule 424(b) under the Securities Act of 1933, as amended, is hereby incorporated by reference in said Registration Statement No. 333-100623. Item 2. Exhibits. 1. Registration Statement on Form S-3, filed by Registrant (Registration Statement No. 333-100623) (incorporated herein by reference). 2. Indenture, dated as of November 1, 2000, between Registrant and The Bank of New York, as Trustee, as previously supplemented and as further supplemented by a Second Supplemental Indenture, dated as of November 26, 2002, relating to the 6% Senior Notes, Series B, due 2032, is incorporated by reference from Registrant's Form S-3 Registration Statement No. 333-100623 filed with the Securities and Exchange Commission and effective on November 20, 2002 (Registration Statement No. 333-100623, Exhibits 4(a) and 4(b)). Exhibits heretofore filed with the Securities and Exchange Commission and designated as set forth above are hereby incorporated herein by reference and made a part hereof with the same effect as if filed herewith. 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, thereunto duly authorized. PUBLIC SERVICE COMPANY OF OKLAHOMA Date: November 26, 2002 (Registrant) By: /s/ Geoffrey S. Chatas ------------------------------- Geoffrey S. Chatas Assistant Treasurer