Cameron International Corp - Current report filing (8-K)
December 11 2007 - 4:51PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of Earliest Event Reported):
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December 7, 2007
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Cameron International Corporation
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(Exact name of registrant as specified in its charter)
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Delaware
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1-13884
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76-0451843
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_____________________
(State or other jurisdiction
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_____________
(Commission
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(I.R.S. Employer
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of incorporation)
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File Number)
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Identification No.)
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1333 West Loop South, Suite 1700, Houston, Texas
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77027
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code:
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713-513-3300
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Not Applicable
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Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On December 7, 2007, the stockholders of Cameron International Corporation (the "Company") approved an amendment to the Company's Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock from 150 million to 400 million. The increase will allow the Company to complete a previously announced 2-for-1 stock split to be effected in the form of a stock dividend.
On December 11, 2007, the Company filed the Certificate of Amendment with the Secretary of State of Delaware. A copy of the Certificate of Amendment is attached as Exhibit 3.1.
A press release issued December 7, 2007, is attached as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
3.1 Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Cameron International Corporation.
99.1 Press Release issued December 7, 2007 -- Cameron Stockholders Approve Share Increase; 2-For-1 Stock Split to be Effected December 28.
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.
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Cameron International Corporation
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December 11, 2007
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By:
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William C. Lemmer
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Name: William C. Lemmer
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Title: Senior Vice President, General Counsel & Secretary
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Exhibit Index
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Exhibit No.
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Description
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3.1
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Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Cameron International Corporation
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99.1
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Press Release issued December 7, 2007 -- Cameron Stockholders Approve Share Increase; 2-For-1 Stock Split to be Effected December 28
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