<PAGE>   1
    As filed with the Securities and Exchange Commission on January 18, 2001

                                                     REGISTRATION  NO. 333-
================================================================================

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                               KINDER MORGAN, INC.
             (Exact name of registrant as specified in its charter)

                KANSAS                                          43-029000
     (State or other jurisdiction                            (I.R.S. Employer
   of incorporation or organization)                       Identification No.)

                                ONE ALLEN CENTER
                          500 DALLAS STREET, SUITE 1000
                              HOUSTON, TEXAS 77002
                                 (713) 369-9000
                    (Address of Principal Executive Offices)

         KINDER MORGAN, INC. AMENDED AND RESTATED 1999 STOCK OPTION PLAN
                            (Full title of the plan)

                                JOSEPH LISTENGART
                  VICE PRESIDENT, GENERAL COUNSEL AND SECRETARY
                               KINDER MORGAN, INC.
                                ONE ALLEN CENTER
                          500 DALLAS STREET, SUITE 1000
                              HOUSTON, TEXAS 77002
                     (Name and address of agent for service)

                                 (713) 369-9000
          (Telephone number, including area code, of agent for service)

                                    Copy to:

                                 GARY W. ORLOFF
                          BRACEWELL & PATTERSON, L.L.P.
                           SOUTH TOWER PENNZOIL PLACE
                        711 LOUISIANA STREET, SUITE 2900
                            HOUSTON, TEXAS 77002-2781
                              PHONE: (713) 221-1306
                               FAX: (713) 221-2166

                                   ----------

                         CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
=================================================================================================================
                                                           PROPOSED MAXIMUM      PROPOSED MAXIMUM     AMOUNT OF
                                           AMOUNT TO      OFFERING PRICE PER    AGGREGATE OFFERING   REGISTRATION
TITLE OF SECURITIES TO BE REGISTERED     BE REGISTERED         SHARE (1)            PRICE (1)            FEE
-----------------------------------------------------------------------------------------------------------------
<S>                                      <C>              <C>                   <C>                  <C>
Common Stock, $5.00 par value              10,500,000          $45.65625           $479,390,625        $119,848
=================================================================================================================
</TABLE>

(1)      Estimated pursuant to Rule 457(h) under the Securities Act of 1933
         solely for the purpose of calculating the registration fee based on the
         average of the high and low prices for the Common Stock of Kinder
         Morgan, Inc. on the New York Stock Exchange on January 10, 2001.


<PAGE>   2



                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

         The information specified by Items 1 and 2 of Part I of Form S-8 is
omitted from this filing in accordance with the provisions of Rule 428 under the
Securities Act of 1933 and the introductory note to Part I of Form S-8. The
documents containing the information specified in Part I will be delivered to
the participants in the plan covered by this registration statement as required
by Rule 428(b).

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents are incorporated by reference in the
registration statement:

         (a)      The Annual Report on Form 10-K for Kinder Morgan, Inc. (the
                  "Company") for the fiscal year ended December 31, 1999, as
                  amended by Amendment No. 1 on Form 10-K/A filed on May 23,
                  2000;

         (b)      The Company's Quarterly Reports on Form 10-Q for the quarters
                  ended March 31, 2000, June 30, 2000, and September 30, 2000;

         (c)      The Company's Current Reports on Form 8-K filed on April 20,
                  2000, February 23, 2000, February 4, 2000 (as amended by
                  Amendment No. 1 on Form 8-K/A, filed on February 7, 2000), and
                  January 14, 2000; and

         (d)      The description of the Company's Common Stock contained in the
                  Company's Registration Statement on Form 8-A filed on August
                  27, 1970.

All documents subsequently filed by the Company pursuant to Sections 13(a),
13(c), 14 and 15(d) of the Securities Exchange Act of 1934, prior to the filing
of a post-effective amendment which indicates that all securities offered have
been sold or which deregisters all securities then remaining unsold, shall be
deemed to be incorporated by reference in the registration statement and to be
part thereof from the date of filing of such documents.

ITEM 4. DESCRIPTION OF SECURITIES.

Not applicable.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.

Not applicable.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         Section 17-6305 of the Kansas General Corporation Law provides that a
Kansas corporation shall have power to indemnify any person who was or is a
party, or is threatened to be made a party, to any threatened, pending or
completed action or suit (including an action by or in the right of the
corporation to procure a judgment in its favor) or proceeding, whether civil,
criminal, administrative or investigative, by reason of the fact that such
person is or was a director, officer, employee or agent of the corporation, or
is or was serving at the request of the corporation as a director, officer,
employee or agent of another corporation, partnership, joint venture, trust or
other enterprise, against expenses actually and reasonably incurred by such
person in connection with the defense or settlement of such action or suit by or
in the right of the corporation, including attorney fees, and against expenses,
judgments, fines and amounts paid in settlement actually and reasonably incurred
by such person in connection with such action, suit or proceeding, including
attorney fees, if such person acted in good faith and in a manner such person
reasonably believed to be in or not opposed to the best interests of the
corporation; and, with respect to any criminal action or proceeding, had no
reasonable cause to believe such person's conduct was unlawful. Article Ninth of
the

<PAGE>   3

Restated Articles of Incorporation of the Company requires the Company to
provide substantially the same indemnification of its directors and officers as
that authorized by Kansas General Corporation Law.

         The Company has insurance policies which, among other things, include
liability insurance coverage for directors and officers, with a $200,000
corporate reimbursement deductible clause, under which directors and officers
are covered against "loss" arising from any claim or claims which may be made
against a director or officer by reason of any "wrongful act" in their
respective capacities as directors and officers. "Loss" is defined so as to
exclude, among other things, fines or penalties, as well as matters deemed
uninsurable under the law pursuant to which the policy is to be construed.
"Wrongful act" is defined to include any actual or alleged breach of duty,
neglect, error, misstatement, misleading statement or omission done or
wrongfully attempted. The policy also contains other specific definitions and
exclusions and provides an aggregate of more than $20,000,000 of insurance
coverage.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.

Not applicable.

ITEM 8. EXHIBITS.

         The following exhibits are filed as part of this registration statement
or, where so indicated, have been previously filed and are incorporated herein
by reference:

      Exhibit Number  Description

           4.1        Restated Articles of Incorporation of the Company,
                      incorporated by reference to Exhibit 3(a) to Amendment No.
                      1 on Form 10-K/A to the Company's Annual Report on Form
                      10-K for the fiscal year ended December 31, 1994, filed
                      on May 23, 2000

           4.2        Certificate of Amendment to the Restated Articles of
                      Incorporation of the Company as filed on October 7, 1999
                      with the Secretary of State of the State of Kansas,
                      incorporated by reference to Exhibit 3.1 to the Company's
                      Quarterly Report on Form 10-Q for the quarter ended
                      September 30, 1999

           4.3        By-laws of the Company as amended to October 7, 1999,
                      incorporated by reference to Exhibit 3.2 to the Company's
                      Quarterly Report on Form 10-Q for the quarter ended
                      September 30, 1999

           4.4*       Kinder Morgan, Inc. Amended and Restated 1999 Stock Option
                      Plan

           5*         Opinion of Bracewell & Patterson, L.L.P. regarding the
                      legality of the securities being registered

           23.1*      Consent of Bracewell & Patterson, L.L.P. (included in its
                      opinion filed as Exhibit 5 hereto)

           23.2*      Consent of PricewaterhouseCoopers LLP

           23.3*      Consent of Arthur Andersen LLP

           24*        Powers of Attorney

----------

*Filed herewith


<PAGE>   4

ITEM 9. UNDERTAKINGS.

         A. The undersigned registrant hereby undertakes:

                           (1) To file, during any period in which offers or
                  sales are being made, a post-effective amendment to this
                  registration statement:

                                    (i) To include any prospectus required by
                           section 10(a)(3) of the Securities Act of 1933;

                                    (ii) To reflect in the prospectus any facts
                           or events arising after the effective date of the
                           registration statement (or the most recent
                           post-effective amendment thereof) which, individually
                           or in the aggregate, represent a fundamental change
                           in the information set forth in the registration
                           statement. Notwithstanding the foregoing, any
                           increase or decrease in volume of securities offered
                           (if the total dollar value of securities offered
                           would not exceed that which was registered) and any
                           deviation from the low or high end of the estimated
                           maximum offering range may be reflected in the form
                           of prospectus filed with the Securities and Exchange
                           Commission (the "Commission") pursuant to Rule 424(b)
                           under the Securities Act of 1933 if, in the
                           aggregate, the changes in volume and price represent
                           no more than a 20% change in the maximum aggregate
                           offering price set forth in the "Calculation of
                           Registration Fee" table in the effective registration
                           statement; and

                                    (iii) To include any material information
                           with respect to the plan of distribution not
                           previously disclosed in the registration statement or
                           any material change to such information in the
                           registration statement;

                  Provided, however, that paragraphs (A)(1)(i) and (A)(1)(ii) of
                  this section do not apply if the information required to be
                  included in a post-effective amendment by those paragraphs is
                  contained in periodic reports filed with or furnished to the
                  Commission by the registrant pursuant to Section 13 or Section
                  15(d) of the Securities Exchange Act of 1934 that are
                  incorporated by reference in the registration statement.

                           (2) That, for the purpose of determining any
                  liability under the Securities Act of 1933, each such
                  post-effective amendment shall be deemed to be a new
                  registration statement relating to the securities offered
                  therein, and the offering of such securities at that time
                  shall be deemed to be the initial bona fide offering thereof;
                  and

                           (3) To remove from registration by means of a
                  post-effective amendment any of the securities being
                  registered which remain unsold at the termination of the
                  offering.

         B. The undersigned registrant hereby undertakes that, for purposes of
         determining any liability under the Securities Act of 1933, each filing
         of the registrant's annual report pursuant to Section 13(a) or Section
         15(d) of the Securities Exchange Act of 1934 that is incorporated by
         reference in the registration statement shall be deemed to be a new
         registration statement relating to the securities offered therein, and
         the offering of such securities at that time shall be deemed to be the
         initial bona fide offering thereof.

         C. Insofar as indemnification for liabilities arising under the
         Securities Act of 1933 may be permitted to directors, officers and
         controlling persons of the registrant pursuant to the foregoing
         provisions, or otherwise, the registrant has been advised that in the
         opinion of the Commission such indemnification is against public policy
         as expressed in the Act and is, therefore, unenforceable. In the event
         that a claim for indemnification against such liabilities (other than
         the payment by the registrant of expenses incurred or paid by a
         director, officer or controlling person of the registrant in the
         successful defense of any action, suit or proceeding) is asserted by
         such director, officer or controlling person in connection with the
         securities being registered, the registrant will, unless in the opinion
         of its counsel the matter has been settled by controlling precedent,
         submit to a court of appropriate jurisdiction the question whether such
         indemnification by it is against public policy as expressed in the Act
         and will be governed by the final adjudication of such issue.


<PAGE>   5




                                   SIGNATURES

THE REGISTRANT. Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this registration
statement or amendment thereto to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Houston, State of Texas, on January
17, 2001.

                                 KINDER MORGAN, INC.


                                 By: /s/ Joseph Listengart
                                     -------------------------------------------
                                 Joseph Listengart
                                 Vice President, General Counsel and Secretary

         Pursuant to the requirements of the Securities Act of 1933, this
registration statement or amendment thereto has been signed by the following
persons in the indicated capacities on January 17, 2001.

<TABLE>
<CAPTION>
             SIGNATURE                                        TITLE
             ---------                                        -----
<S>                                         <C>
       /s/ Richard D. Kinder                Director, Chairman of the Board and
-----------------------------------         Chief Executive Officer (principal executive officer)
         Richard D. Kinder

                 *                          Director, Vice Chairman of the Board and President
-----------------------------------
         William V. Morgan

         /s/ C. Park Shaper                 Vice President - Chief Financial Officer (principal
-----------------------------------         financial and accounting officer)
           C. Park Shaper

                 *                          Director
-----------------------------------
       Edward H. Austin, Jr.

                 *                          Director
-----------------------------------
         Charles W. Battey

                 *                          Director
-----------------------------------
          Stewart A. Bliss

                 *                          Director
-----------------------------------
           Ted A. Gardner

                 *                          Director
-----------------------------------
        Edward Randall, III

                 *                          Director
-----------------------------------
           Fayez Sarofim

                 *                          Director
-----------------------------------
           H.A. True, III
</TABLE>

(Constituting a majority of the Board of Directors)

* By: /s/ Joseph Listengart
      -----------------------------
  Joseph Listengart
  Attorney-in-fact


<PAGE>   6


                                INDEX TO EXHIBITS

<TABLE>
<CAPTION>
EXHIBIT
NUMBER       DESCRIPTION
-------      -----------
<S>          <C>
 4.1         Restated Articles of Incorporation of the Company,
             incorporated by reference to Exhibit 3(a) to Amendment No.
             1 on Form 10-K/A to the Company's Annual Report on Form
             10-K for the fiscal year ended December 31, 1994, filed on
             May 23, 2000

 4.2         Certificate of Amendment to the Restated Articles of
             Incorporation of the Company as filed on October 7, 1999
             with the Secretary of State of the State of Kansas,
             incorporated by reference to Exhibit 3.1 to the Company's
             Quarterly Report on Form 10-Q for the quarter ended
             September 30, 1999

 4.3         By-laws of the Company as amended to October 7, 1999,
             incorporated by reference to Exhibit 3.2 to the Company's
             Quarterly Report on Form 10-Q for the quarter ended
             September 30, 1999

 4.4*        Kinder Morgan, Inc. Amended and Restated 1999 Stock Option
             Plan

 5*          Opinion of Bracewell & Patterson, L.L.P. regarding the
             legality of the securities being registered

 23.1*       Consent of Bracewell & Patterson, L.L.P. (included in its
             opinion filed as Exhibit 5 hereto)

 23.2*       Consent of PricewaterhouseCoopers LLP

 23.3*       Consent of Arthur Andersen LLP

 24*         Powers of Attorney
</TABLE>

----------

*Filed herewith
[{"type": "S-8", "sequence": "1", "filename": "h83391s-8.txt", "description": "KINDER MORGAN, INC.", "secsgml_size_bytes": 20013}]
{"company-data": {"conformed-name": "KINDER MORGAN INC", "cik": "0000054502", "assigned-sic": "4923", "irs-number": "480290000", "state-of-incorporation": "KS", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-53908", "film-number": "1511129"}, "business-address": {"street1": "370 VAN GORDON STREET", "city": "LAKEWOOD", "state": "CO", "zip": "80228-8304", "phone": "7138449500"}, "mail-address": {"street1": "1301 MCKINNEY", "street2": "SUITE 3400", "city": "HOUSTON", "state": "TX", "zip": "77010"}, "former-company": [{"former-conformed-name": "K N ENERGY INC", "date-changed": "19920703"}, {"former-conformed-name": "KN ENERGY INC", "date-changed": "19920430"}, {"former-conformed-name": "KANSAS NEBRASKA NATURAL GAS CO INC", "date-changed": "19830403"}]}
1
    As filed with the Securities and Exchange Commission on January 18, 2001

                                                     REGISTRATION  NO. 333-
================================================================================

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                               KINDER MORGAN, INC.
             (Exact name of registrant as specified in its charter)

                KANSAS                                          43-029000
     (State or other jurisdiction                            (I.R.S. Employer
   of incorporation or organization)                       Identification No.)

                                ONE ALLEN CENTER
                          500 DALLAS STREET, SUITE 1000
                              HOUSTON, TEXAS 77002
                                 (713) 369-9000
                    (Address of Principal Executive Offices)

         KINDER MORGAN, INC. AMENDED AND RESTATED 1999 STOCK OPTION PLAN
                            (Full title of the plan)

                                JOSEPH LISTENGART
                  VICE PRESIDENT, GENERAL COUNSEL AND SECRETARY
                               KINDER MORGAN, INC.
                                ONE ALLEN CENTER
                          500 DALLAS STREET, SUITE 1000
                              HOUSTON, TEXAS 77002
                     (Name and address of agent for service)

                                 (713) 369-9000
          (Telephone number, including area code, of agent for service)

                                    Copy to:

                                 GARY W. ORLOFF
                          BRACEWELL & PATTERSON, L.L.P.
                           SOUTH TOWER PENNZOIL PLACE
                        711 LOUISIANA STREET, SUITE 2900
                            HOUSTON, TEXAS 77002-2781
                              PHONE: (713) 221-1306
                               FAX: (713) 221-2166

                                   ----------

                         CALCULATION OF REGISTRATION FEE
=================================================================================================================
                                                           PROPOSED MAXIMUM      PROPOSED MAXIMUM     AMOUNT OF
                                           AMOUNT TO      OFFERING PRICE PER    AGGREGATE OFFERING   REGISTRATION
TITLE OF SECURITIES TO BE REGISTERED     BE REGISTERED         SHARE (1)            PRICE (1)            FEE
-----------------------------------------------------------------------------------------------------------------
Common Stock, $5.00 par value              10,500,000          $45.65625           $479,390,625        $119,848
=================================================================================================================
(1)      Estimated pursuant to Rule 457(h) under the Securities Act of 1933
         solely for the purpose of calculating the registration fee based on the
         average of the high and low prices for the Common Stock of Kinder
         Morgan, Inc. on the New York Stock Exchange on January 10, 2001.
2

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

         The information specified by Items 1 and 2 of Part I of Form S-8 is
omitted from this filing in accordance with the provisions of Rule 428 under the
Securities Act of 1933 and the introductory note to Part I of Form S-8. The
documents containing the information specified in Part I will be delivered to
the participants in the plan covered by this registration statement as required
by Rule 428(b).

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents are incorporated by reference in the
registration statement:

         (a)      The Annual Report on Form 10-K for Kinder Morgan, Inc. (the
                  "Company") for the fiscal year ended December 31, 1999, as
                  amended by Amendment No. 1 on Form 10-K/A filed on May 23,
                  2000;

         (b)      The Company's Quarterly Reports on Form 10-Q for the quarters
                  ended March 31, 2000, June 30, 2000, and September 30, 2000;

         (c)      The Company's Current Reports on Form 8-K filed on April 20,
                  2000, February 23, 2000, February 4, 2000 (as amended by
                  Amendment No. 1 on Form 8-K/A, filed on February 7, 2000), and
                  January 14, 2000; and

         (d)      The description of the Company's Common Stock contained in the
                  Company's Registration Statement on Form 8-A filed on August
                  27, 1970.

All documents subsequently filed by the Company pursuant to Sections 13(a),
13(c), 14 and 15(d) of the Securities Exchange Act of 1934, prior to the filing
of a post-effective amendment which indicates that all securities offered have
been sold or which deregisters all securities then remaining unsold, shall be
deemed to be incorporated by reference in the registration statement and to be
part thereof from the date of filing of such documents.

ITEM 4. DESCRIPTION OF SECURITIES.

Not applicable.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.

Not applicable.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         Section 17-6305 of the Kansas General Corporation Law provides that a
Kansas corporation shall have power to indemnify any person who was or is a
party, or is threatened to be made a party, to any threatened, pending or
completed action or suit (including an action by or in the right of the
corporation to procure a judgment in its favor) or proceeding, whether civil,
criminal, administrative or investigative, by reason of the fact that such
person is or was a director, officer, employee or agent of the corporation, or
is or was serving at the request of the corporation as a director, officer,
employee or agent of another corporation, partnership, joint venture, trust or
other enterprise, against expenses actually and reasonably incurred by such
person in connection with the defense or settlement of such action or suit by or
in the right of the corporation, including attorney fees, and against expenses,
judgments, fines and amounts paid in settlement actually and reasonably incurred
by such person in connection with such action, suit or proceeding, including
attorney fees, if such person acted in good faith and in a manner such person
reasonably believed to be in or not opposed to the best interests of the
corporation; and, with respect to any criminal action or proceeding, had no
reasonable cause to believe such person's conduct was unlawful. Article Ninth of
the
3

Restated Articles of Incorporation of the Company requires the Company to
provide substantially the same indemnification of its directors and officers as
that authorized by Kansas General Corporation Law.

         The Company has insurance policies which, among other things, include
liability insurance coverage for directors and officers, with a $200,000
corporate reimbursement deductible clause, under which directors and officers
are covered against "loss" arising from any claim or claims which may be made
against a director or officer by reason of any "wrongful act" in their
respective capacities as directors and officers. "Loss" is defined so as to
exclude, among other things, fines or penalties, as well as matters deemed
uninsurable under the law pursuant to which the policy is to be construed.
"Wrongful act" is defined to include any actual or alleged breach of duty,
neglect, error, misstatement, misleading statement or omission done or
wrongfully attempted. The policy also contains other specific definitions and
exclusions and provides an aggregate of more than $20,000,000 of insurance
coverage.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.

Not applicable.

ITEM 8. EXHIBITS.

         The following exhibits are filed as part of this registration statement
or, where so indicated, have been previously filed and are incorporated herein
by reference:

      Exhibit Number  Description

           4.1        Restated Articles of Incorporation of the Company,
                      incorporated by reference to Exhibit 3(a) to Amendment No.
                      1 on Form 10-K/A to the Company's Annual Report on Form
                      10-K for the fiscal year ended December 31, 1994, filed
                      on May 23, 2000

           4.2        Certificate of Amendment to the Restated Articles of
                      Incorporation of the Company as filed on October 7, 1999
                      with the Secretary of State of the State of Kansas,
                      incorporated by reference to Exhibit 3.1 to the Company's
                      Quarterly Report on Form 10-Q for the quarter ended
                      September 30, 1999

           4.3        By-laws of the Company as amended to October 7, 1999,
                      incorporated by reference to Exhibit 3.2 to the Company's
                      Quarterly Report on Form 10-Q for the quarter ended
                      September 30, 1999

           4.4*       Kinder Morgan, Inc. Amended and Restated 1999 Stock Option
                      Plan

           5*         Opinion of Bracewell & Patterson, L.L.P. regarding the
                      legality of the securities being registered

           23.1*      Consent of Bracewell & Patterson, L.L.P. (included in its
                      opinion filed as Exhibit 5 hereto)

           23.2*      Consent of PricewaterhouseCoopers LLP

           23.3*      Consent of Arthur Andersen LLP

           24*        Powers of Attorney

----------

*Filed herewith
4

ITEM 9. UNDERTAKINGS.

         A. The undersigned registrant hereby undertakes:

                           (1) To file, during any period in which offers or
                  sales are being made, a post-effective amendment to this
                  registration statement:

                                    (i) To include any prospectus required by
                           section 10(a)(3) of the Securities Act of 1933;

                                    (ii) To reflect in the prospectus any facts
                           or events arising after the effective date of the
                           registration statement (or the most recent
                           post-effective amendment thereof) which, individually
                           or in the aggregate, represent a fundamental change
                           in the information set forth in the registration
                           statement. Notwithstanding the foregoing, any
                           increase or decrease in volume of securities offered
                           (if the total dollar value of securities offered
                           would not exceed that which was registered) and any
                           deviation from the low or high end of the estimated
                           maximum offering range may be reflected in the form
                           of prospectus filed with the Securities and Exchange
                           Commission (the "Commission") pursuant to Rule 424(b)
                           under the Securities Act of 1933 if, in the
                           aggregate, the changes in volume and price represent
                           no more than a 20% change in the maximum aggregate
                           offering price set forth in the "Calculation of
                           Registration Fee" table in the effective registration
                           statement; and

                                    (iii) To include any material information
                           with respect to the plan of distribution not
                           previously disclosed in the registration statement or
                           any material change to such information in the
                           registration statement;

                  Provided, however, that paragraphs (A)(1)(i) and (A)(1)(ii) of
                  this section do not apply if the information required to be
                  included in a post-effective amendment by those paragraphs is
                  contained in periodic reports filed with or furnished to the
                  Commission by the registrant pursuant to Section 13 or Section
                  15(d) of the Securities Exchange Act of 1934 that are
                  incorporated by reference in the registration statement.

                           (2) That, for the purpose of determining any
                  liability under the Securities Act of 1933, each such
                  post-effective amendment shall be deemed to be a new
                  registration statement relating to the securities offered
                  therein, and the offering of such securities at that time
                  shall be deemed to be the initial bona fide offering thereof;
                  and

                           (3) To remove from registration by means of a
                  post-effective amendment any of the securities being
                  registered which remain unsold at the termination of the
                  offering.

         B. The undersigned registrant hereby undertakes that, for purposes of
         determining any liability under the Securities Act of 1933, each filing
         of the registrant's annual report pursuant to Section 13(a) or Section
         15(d) of the Securities Exchange Act of 1934 that is incorporated by
         reference in the registration statement shall be deemed to be a new
         registration statement relating to the securities offered therein, and
         the offering of such securities at that time shall be deemed to be the
         initial bona fide offering thereof.

         C. Insofar as indemnification for liabilities arising under the
         Securities Act of 1933 may be permitted to directors, officers and
         controlling persons of the registrant pursuant to the foregoing
         provisions, or otherwise, the registrant has been advised that in the
         opinion of the Commission such indemnification is against public policy
         as expressed in the Act and is, therefore, unenforceable. In the event
         that a claim for indemnification against such liabilities (other than
         the payment by the registrant of expenses incurred or paid by a
         director, officer or controlling person of the registrant in the
         successful defense of any action, suit or proceeding) is asserted by
         such director, officer or controlling person in connection with the
         securities being registered, the registrant will, unless in the opinion
         of its counsel the matter has been settled by controlling precedent,
         submit to a court of appropriate jurisdiction the question whether such
         indemnification by it is against public policy as expressed in the Act
         and will be governed by the final adjudication of such issue.
5

                                   SIGNATURES

THE REGISTRANT. Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this registration
statement or amendment thereto to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Houston, State of Texas, on January
17, 2001.

                                 KINDER MORGAN, INC.

                                 By: /s/ Joseph Listengart
                                     -------------------------------------------
                                 Joseph Listengart
                                 Vice President, General Counsel and Secretary

         Pursuant to the requirements of the Securities Act of 1933, this
registration statement or amendment thereto has been signed by the following
persons in the indicated capacities on January 17, 2001.
SIGNATURE                                        TITLE
             ---------                                        -----
/s/ Richard D. Kinder                Director, Chairman of the Board and
-----------------------------------         Chief Executive Officer (principal executive officer)
         Richard D. Kinder

                 *                          Director, Vice Chairman of the Board and President
-----------------------------------
         William V. Morgan

         /s/ C. Park Shaper                 Vice President - Chief Financial Officer (principal
-----------------------------------         financial and accounting officer)
           C. Park Shaper

                 *                          Director
-----------------------------------
       Edward H. Austin, Jr.

                 *                          Director
-----------------------------------
         Charles W. Battey

                 *                          Director
-----------------------------------
          Stewart A. Bliss

                 *                          Director
-----------------------------------
           Ted A. Gardner

                 *                          Director
-----------------------------------
        Edward Randall, III

                 *                          Director
-----------------------------------
           Fayez Sarofim

                 *                          Director
-----------------------------------
           H.A. True, III
(Constituting a majority of the Board of Directors)

* By: /s/ Joseph Listengart
      -----------------------------
  Joseph Listengart
  Attorney-in-fact
6

                                INDEX TO EXHIBITS
EXHIBIT
NUMBER       DESCRIPTION
-------      -----------
4.1         Restated Articles of Incorporation of the Company,
             incorporated by reference to Exhibit 3(a) to Amendment No.
             1 on Form 10-K/A to the Company's Annual Report on Form
             10-K for the fiscal year ended December 31, 1994, filed on
             May 23, 2000

 4.2         Certificate of Amendment to the Restated Articles of
             Incorporation of the Company as filed on October 7, 1999
             with the Secretary of State of the State of Kansas,
             incorporated by reference to Exhibit 3.1 to the Company's
             Quarterly Report on Form 10-Q for the quarter ended
             September 30, 1999

 4.3         By-laws of the Company as amended to October 7, 1999,
             incorporated by reference to Exhibit 3.2 to the Company's
             Quarterly Report on Form 10-Q for the quarter ended
             September 30, 1999

 4.4*        Kinder Morgan, Inc. Amended and Restated 1999 Stock Option
             Plan

 5*          Opinion of Bracewell & Patterson, L.L.P. regarding the
             legality of the securities being registered

 23.1*       Consent of Bracewell & Patterson, L.L.P. (included in its
             opinion filed as Exhibit 5 hereto)

 23.2*       Consent of PricewaterhouseCoopers LLP

 23.3*       Consent of Arthur Andersen LLP

 24*         Powers of Attorney
----------

*Filed herewith