<PAGE> 1
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
THE SABRE GROUP HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 75-2662240
(State of incorporation or organization) (I.R.S. Employer Identification No.)
4255 AMON CARTER BOULEVARD
FORT WORTH, TEXAS 76155
(Address of principal executive offices, including zip code)
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(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
CLASS A COMMON STOCK, NEW YORK STOCK EXCHANGE
PAR VALUE $.01 PER SHARE
Securities to be registered pursuant to Section 12(g) of the Act:
NONE
(Title of Class)
<PAGE> 2
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
The description of the Company's securities to be registered is
incorporated by reference from the Company's Registration Statement on Form S-1
(Reg. No. 333-09747) filed with the Commission on August 8, 1996, as amended by
Amendment No. 1 thereto filed with the Commission on September 12, 1996. Any
prospectus subsequently filed by the Company pursuant to Rule 424(b) under the
Securities Act of 1933, as amended, shall be deemed to be incorporated by
reference into this registration statement.
ITEM 2. EXHIBITS(1)
1. The Company's Registration Statement on Form S-1 (Reg. No.
333-09747) filed with the Commission on August 8, 1996, as
amended by Amendment No. 1 thereto filed with the Commission
on September 12, 1996.
2. Form of Restated Certificate of Incorporation of the Company.
3. Form of Restated Bylaws of the Company.
4. Form of Class A Common Stock Certificate of the Company.
- --------------
(1) Exhibits will be filed only with the New York Stock Exchange pursuant
to Item II of the Instructions as to Exhibits in Form 8-A.
<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.
THE SABRE GROUP HOLDINGS, INC.
By: /s/ Michael J. Durham
Name: Michael J. Durham
Title: President and Chief Executive Officer
Date: September 12, 1996
