-----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, VOr5BkAizm15E1Upf7yMWo87phq1MpsKr1ZWQRucg1YuIosYv8OkbOUrZkPcs0Fa OKokqUwUKQdWXug/+QB3/Q== 0000897423-99-000012.txt : 19990114 0000897423-99-000012.hdr.sgml : 19990114 ACCESSION NUMBER: 0000897423-99-000012 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19990113 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HUGOTON ROYALTY TRUST CENTRAL INDEX KEY: 0000862022 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 586379215 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: SEC FILE NUMBER: 001-10476 FILM NUMBER: 99505671 BUSINESS ADDRESS: STREET 1: C/O NATIONS BANK, N.A. TRUSTEE STREET 2: 901 MAIN ST., 17TH FLOOR CITY: DALLAS STATE: TX ZIP: 75202 BUSINESS PHONE: 2145082400 8-A12B 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 HUGOTON ROYALTY TRUST (Exact Name of Registrant as Specified in its Charter) Texas 58-6379215 (State of Incorporation (I.R.S. Employer or Organization) Identification no.) 901 Main Street, 17th Floor Dallas, Texas 75202 (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), please 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), please check the following box. [ ] Securities Act registration statement file number to which this form relates: 333-68441 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 ------------------- ------------------------------ Trust Units New York Stock Exchange Securities to be registered pursuant to Section 12(g) of the Act: None Item 1. Description of Registrant's Securities to be Registered. Reference is made to "DESCRIPTION OF THE TRUST INDENTURE" and "DESCRIPTION OF THE TRUST UNITS" in the Prospectus constituting part of the Registrant's/Cross Timbers Oil Company's Registration Statement on Form S-1/S-3, Registration No. 333-68441, filed with the Securities and Exchange Commission on December 4, 1998, which is incorporated herein by reference. Item 2. Exhibits. 4.1 Hugoton Royalty Trust Indenture, dated as of December 4, 1998 (incorporated by reference to Exhibit 4.1 to the Registrant's/ Cross Timbers Oil Company's Registration Statement on Form S-1/S-3, Registration No. 333-68441, filed with the Securities and Exchange Commission on December 4, 1998). 4.2 Specimen of certificate of Trust Unit of Hugoton Royalty Trust. 99.1 Registration Statement on Form S-1/S-3, Registration No. 333-68441, filed with the Securities and Exchange Commission on December 4, 1998. 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. Date: January 13, 1999 HUGOTON ROYALTY TRUST By: CROSS TIMBERS OIL COMPANY, as sponsor By: /s/ Louis G. Baldwin Louis G. Baldwin Senior Vice President and Chief Financial Officer EXHIBIT INDEX Exhibit Number Description - ------- ----------- 4.2 Specimen of certificate of Trust Unit of Hugoton Royalty Trust. EX-4.2 2 EXHIBIT 4.2 [Face of Certificate] NUMBER UNITS HT ORGANIZED UNDER THE LAWS THIS CERTIFICATE OF BENEFICIAL INTEREST OF THE STATE OF TEXAS IS TRANSFERABLE IN DALLAS, TEXAS OR NEW YORK, NEW YORK TOTAL UNITS OF BENEFICIAL INTEREST CREATED BY, ISSUED UNDER AND SUBJECT TO THE TRUST INDENTURE DATED AS OF DECEMBER 1, 1998 FOR THE HUGOTON ROYALTY TRUST SEE REVERSE FOR MANDATORY DIVESTITURE PROVISIONS AND CERTAIN DEFINITIONS CUSIP 444713 10 1 CERTIFICATE FOR UNITS OF BENEFICIAL INTEREST IN HUGOTON ROYALTY TRUST This certifies that is the owner of Fully Paid Units of Beneficial Interest ("Units") in that certain Trust known and designated as the Hugoton Royalty Trust, created and established under the terms of the above referenced Trust Indenture between Cross Timbers Oil Company, a Delaware corporation ("Grantor"), and NationsBank, N.A., a banking association organized under the laws of the United States, as Trustee, a duplicate original of which Trust Indenture is for the information of all concerned, held by said Trustee at its trust office in Dallas, Texas. Said Trust Indenture is hereby referred to and incorporated as a part of this Certificate for all purposes, and the owner of this Certificate by accepting same consents to, and becomes bound by, all the terms and provisions of said Trust Indenture and the provisions herein. The Units represented by this Certificate are transferable on the books of the Trustee by the holder hereof in person, or by duly authorized attorney, upon surrender of this Certificate, properly endorsed, to the Trustee. This Certificate shall not be valid until countersigned and registered by the Transfer Agent and Registrar. Witness the seal of the Trustee and the signature of the duly authorized officer of the Trustee. [Seal of NationsBank, N.A.] Dated: COUNTERSIGNED AND REGISTERED: ChaseMellon Shareholder Services, L.L.P. NATIONSBANK, N.A. TRANSFER AGENT AND REGISTRAR AS TRUSTEE BY BY AUTHORIZED SIGNATURE AUTHORIZED OFFICER [Reverse Side of Certificate] Pursuant to Section 3.15 of the Trust Indenture, the Trustee may require mandatory divestiture of a Unitholder's Trust Units in the Trust in the event that the Trust or the Trustee is named in certain proceedings which seek the cancellation or forfeiture of any property in which the Trust has an interest because of the nationality or other status of such Unitholder. See Section 3.15 of the Trust Indenture for complete details. The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM--as tenants in common UNIF GIFT MIN ACT--...Custodian... TEN ENT--as tenants by the entireties (Cust) (Minor) JT TEN --as joint tenants with right of under Uniform Gifts to survivorship and not as tenants Minors Act........ in common (State) Additional abbreviations may also be used though not in the above list. ASSIGNMENT For Value Received ____________________ hereby sell, assign and transfer unto Please insert social security or other identifying number of assignee ____________________________________ ____________________________________________________________________________ Please print or typewrite name and address of assignee ____________________________________________________________________________ ____________________________________________________________________________ __________________________________________Units of Beneficial Interest represented by the within Certificate, and do hereby constitute and appoint irrevocably________________ Attorney to transfer the said Units on the books of the within named Trustee, with full power of substitution in the premises. Dated_________________ X_______________________________ Signature Notice: The signature(s) to this Assignment must correspond with the Name(s) as written upon the face of the certificate exactly, without any change whatever. X______________________________ Signature Signature(s) must be guaranteed by a participant in a recognized signature guaranty medallion program. ________________________________ The holder of this certificate has acquired an interest in the Hugoton Royalty Trust. The address of the Trust is 901 Main Street, 17th Floor, Dallas, Texas 75202 and its taxpayer identification number is 58-6379215. The Trust's tax shelter registration number is _______________. The holder must report this registration number to the Internal Revenue Service if the holder claims any deduction, loss, credit or other tax benefit or reports any income by reason of his investment in the Trust. The holder must report this registration number (as well as the name and taxpayer identification number of the Trust) on Form 8271. FORM 8271 MUST BE ATTACHED TO THE RETURN ON WHICH YOU CLAIM THE DEDUCTION, LOSS, CREDIT OR OTHER TAX BENEFIT OR REPORT ANY INCOME. ISSUANCE OF A REGISTRATION NUMBER DOES NOT INDICATE THAT THIS INVESTMENT OR THE CLAIMED TAX BENEFITS HAVE BEEN REVIEWED, EXAMINED OR APPROVED BY THE INTERNAL REVENUE SERVICE. If the holder of this certificate transfers an interest in the Trust to another person, he is required by the Internal Revenue Service to keep a list containing that person's name, address, taxpayer identification number, the date on which he transferred the interest and in the name, address, and tax shelter registration number of the Trust. If the holder of this certificate does not wish to keep such a list, the holder must (i) send the information specified above to the Trustee at the above address, which will keep the list on behalf of the holder and (ii) give a copy of this notice to the person to whom his interest was transferred. -----END PRIVACY-ENHANCED MESSAGE-----