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Wells Fargo 8-K 2011

Documents found in this filing:

  1. 8-K
  2. Ex-4.1
  3. Ex-5.1
  4. Ex-8.1
  5.  
Form 8-K

 

 

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

Date of Report (date of earliest event reported): December 22, 2011

 

 

WELLS FARGO & COMPANY

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-2979   No. 41-0449260

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

420 Montgomery Street, San Francisco, California 94163

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: 1-866-249-3302

Not applicable

(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 9.01. Financial Statements and Exhibits

Exhibits are filed herewith in connection with the Registration Statement on Form S-3 (File No. 333-159738) filed by Wells Fargo & Company with the Securities and Exchange Commission.

On December 22, 2011, Wells Fargo & Company issued Medium-Term Notes, Series K, Notes Linked to the iShares® MSCI EAFE Index Fund due December 23, 2013 (the “Notes”).

The purpose of this Current Report is to file with the Securities and Exchange Commission the form of Note related to the issuance, the opinion of Faegre & Benson LLP regarding the Notes and the opinion of Sullivan & Cromwell LLP, Wells Fargo & Company’s special tax counsel, regarding the Notes.

(d) Exhibits

 

  4.1

Form of Medium-Term Notes, Series K, Notes Linked to the iShares® MSCI EAFE Index Fund due December 23, 2013.

 

  5.1 Opinion of Faegre & Benson LLP regarding the Notes.

 

  8.1 Opinion of Sullivan & Cromwell LLP regarding the Notes.

 

  23.1 Consent of Faegre & Benson LLP (included as part of Exhibit 5.1).

 

  23.2 Consent of Sullivan & Cromwell LLP (included as part of Exhibit 8.1).

 

2


SIGNATURE

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.

 

      WELLS FARGO & COMPANY
DATED: December 22, 2011      

/s/ Paul R. Ackerman

      Paul R. Ackerman
      Executive Vice President and Treasurer

[Form 8-K]

 

3


Index to Exhibits

 

Exhibit No.    Description    Method of Filing
4.1    Form of Medium-Term Notes, Series K, Notes Linked to the iShares® MSCI EAFE Index Fund due December 23, 2013.    Electronic
Transmission
5.1    Opinion of Faegre & Benson LLP regarding the Notes.    Electronic
Transmission
8.1    Opinion of Sullivan & Cromwell LLP regarding the Notes.    Electronic
Transmission
23.1    Consent of Faegre & Benson LLP (included as part of Exhibit 5.1).   
23.2    Consent of Sullivan & Cromwell LLP (included as part of Exhibit 8.1).   

 

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