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): May 1, 2003
COMERICA INCORPORATED
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(Exact name of registrant as specified in its charter)
Delaware 1-10706 38-1998421
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
Comerica Tower at Detroit Center
500 Woodward Avenue, MC 3391
Detroit, Michigan 48226
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(Address of principal executive offices) (Zip Code)
(800) 521-1190
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Registrant's telephone number, including area code:
Not Applicable
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(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS.
Comerica Incorporated ("Comerica") executed an underwriting agreement,
dated as of May 1, 2003, with Citigroup Global Markets Inc., Comerica
Securities, Inc., Credit Suisse First Boston LLC and J.P. Morgan Securities Inc.
(the "Underwriting Agreement"), relating to the sale of $300,000,000 aggregate
principal amount of its 4.80% Subordinated Notes due May 1, 2015 (the "Notes").
The Notes have been registered under the Securities Act of 1933, as
amended, pursuant to a Registration Statement on Form S-3 (No. 333-04297)
previously filed with the Securities and Exchange Commission. Copies of the
Underwriting Agreement, the final indenture governing the Notes and the form of
Note are attached hereto as Exhibits 1.1, 4.1 and 4.2, respectively.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
See Exhibit Index incorporated herein by reference.
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.
Dated: May 6, 2003
COMERICA INCORPORATED
By: /s/ George W. Madison
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Name: George W. Madison
Title: Executive Vice President, General
Counsel and Corporate Secretary
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
1.1 Underwriting Agreement, dated May 1, 2003, among Comerica
Incorporated and Citigroup Global Markets Inc., Comerica
Securities, Inc., Credit Suisse First Boston LLC and J.P.
Morgan Securities Inc.
4.1 Subordinated Debt Indenture, dated as of May 1, 2003,
between Comerica Incorporated and JPMorgan Chase Bank.
4.2 Form of 4.80% Subordinated Note due May 1, 2015.