1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 2, 2001 -------------------------------------------------------------------------------- (Date of Report - Date of earliest event reported) KERR-McGEE CORPORATION -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-16619 73-1612389 ------------------------ ------------------------ --------------------------------- (State of Incorporation) (Commission File Number) (IRS Employer Identification No.) Kerr-McGee Center Oklahoma City, Oklahoma 73125 ------------------------------------------ --------------------- (Address of principal executive offices) (Zip Code) (405) 270-1313 ------------------------------------------------------ (Registrant's telephone number) 2 Item 5. Other Events On September 26, 2001, Kerr-McGee Corporation priced three series of notes in an aggregate principal amount of $1.5 billion. In connection therewith, Kerr-McGee has executed an underwriting agreement and an indenture, both of which are attached hereto as exhibits and are incorporated by reference herein. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits 1.1 Underwriting Agreement dated September 26, 2001, between the Company and Lehman Brothers Inc., as representative of several underwriters named therein. 4.1 Indenture dated August 1, 2001, between Kerr-McGee Corporation and Citibank, N.A., as trustee. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. KERR-MCGEE CORPORATION By: /s/ Deborah A. Kitchens ------------------------------ Deborah A. Kitchens Vice President and Controller Dated: October 3, 2001 3 INDEX TO EXHIBITS EXHIBIT NUMBER DESCRIPTION ------ ----------- 1.1 Underwriting Agreement dated September 26, 2001, between the Company and Lehman Brothers Inc., as representative of several underwriters named therein. 4.1 Indenture dated August 1, 2001, between Kerr-McGee Corporation and Citibank, N.A., as trustee.