FIRSTPLUS FINANCIAL GROUP INC
8-A12B, 1998-01-05
PERSONAL CREDIT INSTITUTIONS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                              --------------------

                                    FORM 8-A

                FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                     PURSUANT TO SECTION 12(b) OR (g) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                         FIRSTPLUS FINANCIAL GROUP, INC.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

         NEVADA                                                    75-2561085
- --------------------------------------------------------------------------------
         (State or other jurisdiction of                        (IRS Employer
         incorporation or organization)                      Identification No.)

         1600 VICEROY, 8TH FLOOR, DALLAS, TEXAS                     75235
- --------------------------------------------------------------------------------
         (Address of principal executive offices)                 (Zip Code)

     If this Form relates to the  registration of a class of debt securities and
is effective upon filing pursuant to General Instruction A.(c)(1),  please check
the following box.  [ ]

     If this Form relates to the  registration of a class of debt securities and
is to become  effective  simultaneously  with the  effectiveness of a concurrent
registration  statement  under the  Securities  Act of 1933  pursuant to General
Instruction A.(c)(2), please check the following box.   [ ]

Securities to be registered pursuant to Section 12(b) of the Act:

         Title of each class                      Name of each exchange on which
         to be so registered                      each class is to be registered

         COMMON STOCK,                                NEW YORK STOCK EXCHANGE
         PAR VALUE $.01

         Securities to be registered pursuant to Section 12(g) of the Act:

                                      NONE
- --------------------------------------------------------------------------------
                                 Title of Class



                                Page 1 of 3 Pages

CORPDAL:95785.1  28835-00003

<PAGE>



ITEM 1. DESCRIPTION OF SECURITIES TO BE REGISTERED.

     The Section  entitled  "Description  of Capital Stock" in the  Registrant's
Registration  Statement  on Form S-1 (Reg.  No.  333-18497)  (the  "Registration
Statement") is deemed to be incorporated by reference herein.


ITEM 2. EXHIBITS.

     The securities  described herein are to be registered on the New York Stock
Exchange,  Inc.,  on which no other  securities  of the Company are  registered.
Accordingly, pursuant to Part II to the Instructions as to Exhibits on Form 8-A,
the  following  exhibits are not filed with,  or  incorporated  by reference in,
copies of this Registration Statement on Form 8-A filed with the Commission, but
are filed as part of this  Registration  Statement on Form 8-A with the New York
Stock Exchange, Inc.

1.1  Annual Report of the Company on Form 10-K for the year ended  September 30,
     1997.


3.1  Proxy  Statement of the  Company,  dated  February 5, 1997,  for the Annual
     Meeting of Shareholders held March 5, 1997.


4.1  Amended and Restated Articles of Incorporation.


4.2  Amended and Restated Bylaws, as amended.


5.1  Specimen Certificate evidencing Common Stock.


6.1  1996 Annual  Report of the Company  submitted  to the  Stockholders  of the
     Company.



                                Page 2 of 3 Pages

CORPDAL:95785.1  28835-00003

<PAGE>


                                    SIGNATURE


     Pursuant to the  requirements of Section 12 of the Securities  Exchange Act
of 1934, the registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized.

Dated:    January 5, 1998



                                       FIRSTPLUS FINANCIAL GROUP, INC.



                                       By:   /s/Daniel T. Phillips
                                             -----------------------------------
                                             Daniel T. Phillips
                                             Chairman of the Board and
                                             Chief Executive Officer



                                Page 3 of 3 Pages


CORPDAL:95785.1  28835-00003






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