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
Anthem, Inc.
--------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Indiana 35-2145715
--------------------------------------------------------------------------------
(State of incorporation (I.R.S. Employer
or organization) Identification No.)
120 Monument Circle
Indianapolis, Indiana 46204
--------------------------------------------------------------------------------
(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 on which
to be so registered each class is to be registered
--------------------- ------------------------------
Equity Security Units 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: 333-70566
Securities to be registered pursuant to Section 12(g) of the Act: None.
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The class of securities to be registered hereby are the Equity
Security Units of Anthem, Inc. (the "Units").
For a description of the Units, reference is made to the information
set forth under the heading "Description of the Units" in the prospectus which
forms a part of Anthem, Inc.'s Registration Statement on Form S-1 (Registration
No. 333-70566), filed with the Securities and Exchange Commission on October 1,
2001, as amended by any amendments to such Registration Statement, and by any
prospectus subsequently filed pursuant to Rule 424(b) under the Securities Act
of 1933, as amended, which description is incorporated herein by reference.
ITEM 2. EXHIBITS.
The following exhibits are filed as a part of this Registration
Statement.
EXHIBIT NO. DESCRIPTION
----------- -----------
1 Anthem, Inc.'s Registration Statement on Form S-1 (Registration
No. 333-70566), as amended, including any prospectus filed
pursuant to Rule 424(b) under the Securities Act (incorporated
herein by reference).
2 Restated Articles of Incorporation of Anthem, Inc. (incorporated
herein by reference to Exhibit 3.1 to the Anthem, Inc.
Registration Statement on Form S-1 (Registration No. 333-67714)).
3 By-Laws of Anthem, Inc. (incorporated herein by reference to
Exhibit 3.2 to the Anthem, Inc. Registration Statement on
Form S-1 (Registration No. 333-67714)).
4 Form of Indenture between Anthem, Inc. and The Bank of New York,
as trustee, relating to the debt securities (incorporated herein
by reference to Exhibit 4.3 to the Anthem, Inc. Registration
Statement on Form S-1 (Registration No. 333-70566)).
5 Form of First Supplemental Indenture between Anthem, Inc. and The
Bank of New York, as trustee, relating to the Debentures
(incorporated herein by reference to Exhibit 4.4 to the Anthem,
Inc. Registration Statement on Form S-1 (Registration No. 333-
70566)).
6 Form of Purchase Contract Agreement (incorporated herein by
reference to Exhibit 4.5 to the Anthem, Inc. Registration
Statement on Form S-1 (Registration No. 333-70566)).
2
7 Form of Pledge Agreement (incorporated herein by reference to
Exhibit 4.6 to the Anthem, Inc. Registration Statement on
Form S-1 (Registration No. 333-70566)).
8 Form of Debenture (incorporated herein by reference to
Exhibit 4.7 to the Anthem, Inc. Registration Statement on
Form S-1 (Registration No. 333-70566)).
9 Form of Normal Unit (incorporated herein by reference to
Exhibit 4.8 to the Anthem, Inc. Registration Statement on
Form S-1 (Registration No. 333-70566)).
10 Form of Stripped Unit (incorporated herein by reference to
Exhibit 4.9 to the Anthem, Inc. Registration Statement on
Form S-1 (Registration No. 333-70566)).
11 Form of Remarketing Agreement (incorporated herein by reference
to Exhibit 4.10 to the Anthem, Inc. Registration Statement on
Form S-1 (Registration No. 333-70566)).
3
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.
ANTHEM, INC.
Date: October 24, 2001
By: /s/ David R. Frick
-----------------------------------------
Name: David R. Frick
Title: Executive Vice President and Chief
Legal and Administrative Officer
4
EXHIBIT INDEX
-------------
EXHIBIT NO. DESCRIPTION
----------- -----------
1 Anthem, Inc.'s Registration Statement on Form S-1 (Registration
No. 333-70566), as amended, including any prospectus filed pursuant
to Rule 424(b) under the Securities Act (incorporated herein by
reference).
2 Restated Articles of Incorporation of Anthem, Inc. (incorporated
herein by reference to Exhibit 3.1 to the Anthem, Inc. Registration
Statement on Form S-1 (Registration No. 333-67714)).
3 By-Laws of Anthem, Inc. (incorporated herein by reference to
Exhibit 3.2 to the Anthem, Inc. Registration Statement on Form S-1
(Registration No. 333-67714)).
4 Form of Indenture between Anthem, Inc. and The Bank of New York, as
trustee, relating to the debt securities (incorporated herein by
reference to Exhibit 4.3 to the Anthem, Inc. Registration Statement
on Form S-1 (Registration No. 333-70566)).
5 Form of First Supplemental Indenture between Anthem, Inc. and The
Bank of New York, as trustee, relating to the Debentures
(incorporated herein by reference to Exhibit 4.4 to the Anthem,
Inc. Registration Statement on Form S-1 (Registration
No. 333-70566)).
6 Form of Purchase Contract Agreement (incorporated herein by
reference to Exhibit 4.5 to the Anthem, Inc. Registration Statement
on Form S-1 (Registration No. 333-70566)).
7 Form of Pledge Agreement (incorporated herein by reference to
Exhibit 4.6 to the Anthem, Inc. Registration Statement on Form S-1
(Registration No. 333-70566)).
8 Form of Debenture (incorporated herein by reference to Exhibit 4.7
to the Anthem, Inc. Registration Statement on Form S-1
(Registration No. 333-70566)).
9 Form of Normal Unit (incorporated herein by reference to Exhibit
4.8 to the Anthem, Inc. Registration Statement on Form S-1
(Registration No. 333-70566)).
10 Form of Stripped Unit (incorporated herein by reference to Exhibit
4.9 to the Anthem, Inc. Registration Statement on Form S-1
(Registration No. 333-70566)).
11 Form of Remarketing Agreement (incorporated herein by reference to
Exhibit 4.10 to the Anthem, Inc. Registration Statement on Form S-1
(Registration No. 333-70566)).
5