What is the purpose of this 8-K filing?

This 8-K filing serves to announce Union Pacific Corporation's agreement to issue new debt, specifically $300 million in notes and $200 million in debentures, and to provide details related to this offering, including the filing of a Prospectus Supplement.

How much debt is Union Pacific raising and what are the terms?

Union Pacific is raising a total of $500 million. This is comprised of $300 million in 3.625% Notes due 2010 and $200 million in 5.375% Debentures due 2033.

Is this a new registration for the debt offering?

No, this offering is being conducted under a Registration Statement on Form S-3 that was filed with the SEC in July 2002 and declared effective. The current filing includes a Prospectus Supplement for this specific offering.

Who are the underwriters for this debt offering?

The offering is being managed by a syndicate of underwriters. Citigroup Global Markets Inc., Credit Suisse First Boston LLC, and Merrill Lynch, Pierce, Fenner & Smith Incorporated are acting as representatives of the group, which also includes BNP Paribas Securities Corp., J.P. Morgan Securities Inc., Morgan Stanley & Co. Incorporated, Banc of America Securities LLC, Banc One Capital Markets, Inc., and Barclays Capital Inc.

UNP 8-K SEC Disclosure

Summary

Union Pacific Corporation (UNP) filed an 8-K report on June 5, 2003, announcing its agreement to issue $300 million in 3.625% Notes due 2010 and $200 million in 5.375% Debentures due 2033. This offering, conducted under an Underwriting Agreement with several major financial institutions, is part of a previously registered shelf offering. The company also filed a Prospectus Supplement related to this debt issuance.

Key Highlights

1Union Pacific Corporation is issuing $500 million in new debt.
2The debt offering consists of $300 million in 3.625% Notes due 2010.
3The debt offering also includes $200 million in 5.375% Debentures due 2033.
4The offering is being conducted under an Underwriting Agreement with a syndicate of prominent underwriters led by Citigroup Global Markets Inc., Credit Suisse First Boston LLC, and Merrill Lynch.
5The issuance is part of a shelf registration statement filed with the SEC in July 2002.
6A Prospectus Supplement detailing the offering was filed with the SEC on June 4, 2003.
7An opinion from the company's Senior Corporate Counsel regarding the issuance was filed as an exhibit.

UNION PACIFIC CORP 8-K Report (Jun 5, 2003)

Summary

Key Highlights

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