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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
METRO NETWORKS, INC.
--------------------
(Exact name of registrant as specified in its charter)
Delaware 76-0505148
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(State of incorporation or (I.R.S. Employer
organization) Identification No.)
2800 Post Oak Boulevard
Suite 4000 77056
Houston, Texas -----
-------------- (Zip Code)
(Address of principal
executive offices)
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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Common Stock, Nasdaq National Market
par value $.001
Securities to be registered pursuant to Section 12(g) of the Act:
None
(Title of class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The description of the securities to be registered hereunder by Metro
Networks, Inc., a Delaware corporation ("Registrant") is set forth under the
caption "Description of Capital Stock - Common Stock" in the Registrant's
Registration Statement on Form S-1 (Registration No. 333-6311), and is hereby
incorporated herein by reference thereto.
ITEM 2. EXHIBITS.
Exhibit
Number Description
- ------ -----------
* 1.1 Form of Common Stock certificate representing shares of Common Stock
(Exhibit 4.1 to Registration Statement on Form S-1, Registration
No. 333-6311).
* 2.1 Form of Amended and Restated Certificate of Incorporation of
Registrant (Exhibit 3.2 to Registration Statement on Form S-1,
Registration No. 333-6311).
* 2.2 Form of Amended and Restated By-laws of Registrant (Exhibit 3.4 to
Registration Statement on Form S-1, Registration No. 333-6311).
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* Incorporated herein by reference pursuant to Rule 12b-32.
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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, thereunto duly authorized.
METRO NETWORKS, INC.
By: /s/ DAVID I. SAPERSTEIN
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David I. Saperstein
Chairman and Chief Executive Officer
Date: October 11, 1996
