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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Form 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
USX CORPORATION USX CAPITAL TRUST I
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(Exact name of registrant as (Exact name of registrant as
specified in its charter) specified in its charter)
Delaware Delaware
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(State of incorporation or (State of incorporation or
organization) organization)
25-0996816 23-2886802
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(IRS Employer Identification Number) (IRS Employer Identification Number)
c/o The Bank of New York
600 Grant Street 101 Barclay Street
Pittsburgh, Pennsylvania 15219-4776 New York, New York
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(Address of principal executive (Address of principal executive
offices) offices)
If this Form relates to the registration of a class of debt securities and
is effective upon filing pursuant to General Instruction A.(c)(I), 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 of stock is to be registered
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6.75% Convertible Quarterly New York Stock Exchange
Income Preferred Securities,
Initial Liquidation
Amount $50.00 per security
(Issued by USX Capital Trust I
and guaranteed by USX
Corporation to the extent
set forth in the Prospectus
referred to herein.)
Securities to be registered pursuant to Section 12(g) of the Act:
NONE
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(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
For a full description of up to 6,700,000 shares of the 6.75% Convertible
Quarterly Income Preferred Securities (the "Securities") being registered
hereby, reference is made to the information contained under the captions
"Description of the Trust Convertible Preferred Securities", "Description of
the Guarantee", "Description of the Convertible Debentures", and "Description of
the Capital Stock and Restated Rights Plan", in the Prospectus which is
included in the Registrant's Amendment No. 1 to its Registration Statement on
Form S-4 (File No. 333-23291 and 23291-01), filed with the Securities and
Exchange Commission on March 26, 1997, under the Securities Act of 1933, as
amended. The information contained in the foregoing Registration Statement and
Prospectus is incorporated herein by reference.
ITEM 2. EXHIBITS.
1. Specimen of global security representing the Securities, incorporated
herein by reference to Exhibit A-1 to Exhibit 4.6 to the Registration
Statement on Form S-4 (File No. 333-23291 and 23291-01).
2.1 Restated Certificate of Incorporation of USX Corporation, as amended
and currently in effect, incorporated herein by reference to Exhibit 4.1 to
the Registration Statement on Form S-4 (File No. 333-23291 and 23291-01).
2.2 Bylaws of USX Corporation, as amended and currently in effect,
incorporated by reference to Exhibit 3(a) to USX Corporation's Report on
Form 10-Q for the quarter ended June 30, 1996.
2.3 Form of Multi-Series Indenture, between USX Corporation and The Bank
of New York, as Trustee, incorporated herein by reference to Exhibit 4.3 to
the Registration Statement on Form S-4 (File No. 333-23291 and 23291-01).
2.4 Form of First Supplemental Indenture, incorporated herein by reference
to Exhibit 4.4 to the Registration Statement on Form S-4 (File No. 333-
23291 and 23291-01).
2.5 Amended and Restated Declaration of Trust of USX Capital Trust I,
incorporated herein by reference to Exhibit 4.6 to the Registration
Statement on Form S-4 (File No. 333-23291 and 23291-01).
2.6 Form of Guarantee Agreement, incorporated herein by reference to
Exhibit 4.7 to the Registrant's Registration Statement on Form S-4 (File
No. 333-23291 and 23291-01).
2.7 Form of USX-U.S. Steel Group Common Stock Certificate of USX
Corporation, incorporated herein by reference to Exhibit 4.8 to the
Registration Statement on Form S-4 (File No. 333-23291 and 23291-01).
2.8 Amended and Restated Rights Agreement, incorporated herein by
reference to USX Corporation's Form 8 Amendment to Form 8-A filed on
October 5, 1992.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the Registrants have duly caused this Registration Statement to be
signed on their behalf by the undersigned, thereto duly authorized.
USX CORPORATION USX CAPITAL TRUST I
(Registrant)
By USX Corporation, as Sponsor
/s/ K.L. Matheny /s/ Robert M. Hernandez
By:__________________________ By:___________________________
K.L. Matheny Robert M. Hernandez
Vice President & Comptroller Vice Chairman
& Chief Financial Officer
Dated: March 26, 1997
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