FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
UGLY DUCKLING CORPORATION
(Exact name of registrant as specified in charter)
DELAWARE 86-0721358
(State of incorporation or organization) (I.R.S. Employer Identification Number)
2525 East Camelback Road, Suite 500, Phoenix, Arizona 85016
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(Address of principal executive offices) (Zip Code)
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
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11% Subordinated Debentures due 2007 American Stock Exchange
If this Form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box. [X]
If this Form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box. [ ]
Securities Act registration file number to which this form relates: _________
(if applicable)
Securities to be registered pursuant to Section 12(g) of the Act: None
None
(Title of class)
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Item 1.
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Description of Registrant's Securities to be Registered.
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The description of the debentures set forth in the Exhibit 12(a)-1 to the
Registrant's Issuer Tender Offer Statement on Schedule TO-I filed with the
Securities and Exchange Commission (the "Commission") on February 22, 2000 (File
No. 005-46239) under the heading "Description of Debentures," is hereby
incorporated by reference.
Item 2.
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Exhibits.
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(i) Indenture to be qualified, incorporated by reference to Exhibit T3C.l of
the Form T-3 filed with the Commission on February 23, 2000 (File No.
022-22463).
(ii) First Supplemental Indenture to the Indenture to be qualified, incorporated
by reference to Exhibit T3C.2 of the Form T-3 filed with the Commission on
February 23, 2000 (File No. 022-22463).
(iii)Form of Second Supplemental Indenture to the Indenture to be qualified,
incorporated by reference to Exhibit T3C.3 of the Form T-3 filed with the
Commission on February 23, 2000 (File No. 022-22463).
<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, thereunto duly authorized, on March 17, 2000.
UGLY DUCKLING CORPORATION
By: /S/ JON D. EHLINGER
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Jon D. Ehlinger
Vice President and Secretary
