COSTILLA ENERGY INC
8-A12G, 1996-09-23
CRUDE PETROLEUM & NATURAL GAS
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                       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

                              COSTILLA ENERGY, INC.
             (Exact Name of Registrant as specified in its charter)

          DELAWARE                                      75-2658940
  (State of incorporation)                 (I.R.S. Employer Identification No.)

400 WEST ILLINOIS, SUITE 1000
       MIDLAND, TEXAS                                      79701
(Address of principal executive offices)                (Zip Code)

SECURITIES TO BE REGISTERED PURSUANT TO 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.

     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:

                     COMMON STOCK, PAR VALUE $0.10 PER SHARE
                                (Title of Class)

                              SENIOR NOTES DUE 2006
                                (Title of Class)
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                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

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

     The securities to be registered are (i) the Registrant's Common Stock,
$0.10 par value per share, as described under the caption "Description of
Capital Stock" in the Prospectus filed as part of the Registrant's Registration
Statement on Form S-1 (File No. 333-08913); and (ii) the Registrant's Senior
Notes due 2006, as described under the caption "Description of Notes" in the
Prospectus filed as part of the Registration Statement on Form S-1 (File No.
333-08909).  Such descriptions are hereby incorporated herein by reference as
permitted by Rule 12b-23.


ITEM 2.  EXHIBITS.

     The following exhibits are incorporated by reference as part of this
Registration Statement:

     *1.  Registration Statement on Form S-1 (File No. 333-08913) filed July 26,
          1996, as amended (the "Equity Registration Statement").

     *2.  Registration Statement on Form S-1 (File No. 333-08909) filed July 26,
          1996, as amended (the "Debt Registration Statement").

     *3.  Certificate of Incorporation of Registrant.  Filed as Exhibit 3.1 to
          the Debt Registration Statement.

     *4.  Bylaws of the Registrant.  Filed as Exhibit 3.2 to the Debt
          Registration Statement.

     *5.  Form of Notes.  Filed as Exhibit 4.1 to the Debt Registration
          Statement.

     *6.  Form of Indenture.  Filed as Exhibit 4.2 to the Debt Registration
          Statement.

     *7.  Specimen stock certificate of security to be registered hereunder.
          Filed as Exhibit 4.3 to the Equity Registration Statement.

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*    Incorporated by reference as permitted by 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, thereto duly authorized.

                                        Costilla Energy, Inc.
                                            (Registrant)


Dated: September 23, 1996               By:      /S/ MICHAEL J. GRELLA
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                                             Michael J. Grella, President and
                                             Chief Operating Officer




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