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As filed with the Securities and Exchange Commission on November 24, 2003
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UNITED STATES
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
Amerada Hess Corporation
(Exact name of registrant as specified in its charter)
Delaware 13-4921002
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
1185 Avenue of the Americas 10036
New York, New York (Zip Code)
(Address of Principal Executive Offices)
If this form relates to the registration of a class of If this form relates to the registration of a class
securities pursuant to Section 12(b) of the Exchange of securities pursuant to Section 12(g) of the
Act and is effective upon filing pursuant to General Exchange Act and is effective pursuant to
Instruction A.(c), check the following box [x] General Instruction A.(d), check the following
box [ ]
Securities Act registration statement file number to which this form relates: 333-110294
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
7% Mandatory Convertible Preferred New York Stock Exchange
Stock par value $1.00 per share
Securities to be registered pursuant to Section 12(g) of the Act:
None
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
A description of the 7% Mandatory Convertible Preferred Stock of the
Registrant (the "Registrant") is set forth under the heading "Description of
ACES" in the Prospectus Supplement filed pursuant to Rule 424(b)(2) on November
20, 2003 which is part of our Registration Statement on Form S-3 (File No.
333-110294), (the "Registration Statement"), filed with the Securities and
Exchange Commission on November 6, 2003, which information is incorporated by
reference herein.
We plan to list these shares on the New York Stock Exchange under the
symbol "AHCPR".
Item 2. Exhibits.
The following exhibits to this registration statement are hereby
incorporated herein by reference.
3.1 Certificate of Designation, Preferences and Relative, Optional and Other
Special Rights and Qualifications, Limitations and Restrictions thereof of
7% Mandatory Convertible Preferred Stock of Amerada Hess Corporation
incorporated by reference to Exhibit 3 of Form 8-K, filed with the
Securities and Exchange Commission on November 24, 2003.
3.2 Restated Certificate of Incorporation incorporated by reference to Exhibit
3.1 of Form S-3 (File No. 333-110294), filed with the Securities and
Exchange Commission on November 6, 2003.
3.3 Certificate of Designation, Preferences and Rights of 3% Cumulative
Convertible Preferred Stock of Amerada Hess Corporation incorporated by
reference to Exhibit 4 of Form 10-Q of Amerada Hess Corporation for three
months ended June 30, 2000.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, as amended, the Registrant has duly caused this registration statement
to be signed on its behalf by the undersigned, thereto duly authorized.
AMERADA HESS CORPORATION
Date: November 24, 2003 By: /s/ John Y. Schreyer
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Name: John Y. Schreyer
Title: Executive Vice President
and Chief Financial Officer
EXHIBIT INDEX
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3.1 Certificate of Designation, Preferences and Relative, Optional and Other
Special Rights and Qualifications, Limitations and Restrictions thereof of
7% Mandatory Convertible Preferred Stock of Amerada Hess Corporation
incorporated by reference to Exhibit 3 of Form 8-K, filed with the
Securities and Exchange Commission on November 24, 2003.
3.2 Restated Certificate of Incorporation incorporated by reference to Exhibit
3.1 of Form S-3 (File No. 333-110294), filed with the Securities and
Exchange Commission on November 6, 2003.
3.3 Certificate of Designation, Preferences and Rights of 3% Cumulative
Convertible Preferred Stock of Amerada Hess Corporation incorporated by
reference to Exhibit 4 of Form 10-Q of Amerada Hess Corporation for three
months ended June 30, 2000.