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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Pegasus Communications Corporation
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(Exact Name of Registrant as Specified in its Charter)
Delaware 51-0374669
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(State of Incorporation or Organization) (I.R.S. Employer
Identification No.)
c/o Pegasus Communications Management Company
Suite 454, 5 Radnor Corporate Center
100 Matsonford Road, Radnor, Pennsylvania 19087
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(Address of principal executive offices) (zip code)
If this Form relates to the If this Form relates to the
registration of a class of debt registration of a class of debt
securities and is effective upon securities and is to become
filing pursuant to General effective simultaneously with
Instruction A(c)(1), please check the effectiveness of a concurrent
the following box. / / 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
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None
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Securities to be registered pursuant to Section 12(g) of the Act:
Class A Common Stock
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(Title of class)
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Item 1. Description of Registrant's Securities to be Registered
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The security registered hereunder is the Class A Common Stock of the
Registrant. A description of the Registrant's Class A Common Stock is
incorporated by reference to the description set forth under the heading
"Description of Capital Stock" in the Registrant's Registration Statement on
Form S-1 (File No. 333-05057) (as amended from time to time (the "Registration
Statement")), filed with the Securities and Exchange Commission (the "SEC")
pursuant to the Securities Act of 1933, as amended.
Item 2. Exhibits
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1. Registrant's Certificate of Incorporation, as amended (incorporated
by reference to Exhibit 3.1, as amended, of the Registration
Statement).
2. Registrant's By-laws, as amended (incorporated by reference to
Exhibit 3.2, as amended, of the Registration Statement).
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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.
PEGASUS COMMUNICATIONS CORPORATION
Date: September 18, 1996 By:/s/ Robert N. Verdecchio
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Robert N. Verdecchio,
Senior Vice President and
Chief Financial Officer
