DAILEY CORP
8-A12G, 1996-07-23
OIL & GAS FIELD SERVICES, NEC
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    As filed with the Securities and Exchange Commission on July 23, 1996

================================================================================


                       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

                        ________________________________

                        DAILEY PETROLEUM SERVICES CORP.
             (Exact name of registrant as specified in its charter)

               DELAWARE                                  76-0503351
(State of incorporation or organization)    (I.R.S. Employer Identification No.)
                                                    
                                                    
                                                    
    2507 NORTH FRAZIER, CONROE, TEXAS                     77305
 (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
                                               
                   NONE                              NOT APPLICABLE

         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(g) of the Act:

                 CLASS A COMMON STOCK, PAR VALUE $.01 PER SHARE
                                (Title of Class)

================================================================================





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ITEM 1.  DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.

         The securities to be registered are 4,600,000 shares of Class A common
stock, $.01 par value (the "Common Stock"), of the Registrant.  A description
of the Common Stock is set forth under the caption "Description of Capital
Stock" in the preliminary prospectus, subject to completion, dated June 3,
1996, which constitutes a part of the Registrant's Registration Statement on
Form S-1, as amended (Reg. No. 333-04593), under the Securities Act of 1933, as
amended, which description is incorporated herein by reference.  Such
description will be included in a form of prospectus to be filed by the
Registrant pursuant to Rule 424(b) under the Securities Act of 1933, which
prospectus shall be deemed to be incorporated herein by reference.

ITEM 2.  EXHIBITS.

         The following materials are filed or are incorporated by reference as
exhibits to this Registration Statement:

<TABLE>
<CAPTION>
         EXHIBIT
         NUMBER                       DESCRIPTION OF EXHIBIT
         ------                       ----------------------
          <S>           <C>
          1.1           Specimen Stock Certificate representing shares of Common Stock of the
                        Registrant (incorporated by reference to Exhibit 4.1 to the Registrant's
                        Registration Statement on Form S-1 (Registration No. 333-04593)).
                        
          2.1           Restated Certificate of Incorporation of the Registrant (incorporated by
                        reference to Exhibit 3.1 to the Registrant's Registration Statement on 
                        Form S-1 (Registration No. 333-04593)).
                        
          2.2           Restated By-laws of the Registrant (incorporated by reference to Exhibit 3.2
                        to the Registrant's Registration Statement on Form S-1 (Registration 
                        No. 333-04593)).

</TABLE>



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<PAGE>   3

                                   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, on July 23,
1996.

                                    DAILEY PETROLEUM SERVICES CORP.
                                    
                                    
                                    
                                    By: /s/ William D. Sutton
                                        ----------------------------------------
                                         William D. Sutton
                                         Senior Vice President, General Counsel
                                           and Secretary




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