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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 AND EXCHANGE ACT OF 1934
THE CONCOURS GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware 76-0521812
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State of incorporation or (IRS Employer
organization) Identification No.)
3 Kingwood Place, 800 Rockmead Drive, 77339
Kingwood, Texas ----------
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(Address of principal executive offices)
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If this form relates to the registration of a class of If this form relates to the registration of a class of
securities pursuant to Section 12(b) of the Exchange Act securities pursuant to Section 12(g) of the Exchange
and is effective pursuant to General Instruction A. (c), Act and is effective pursuant to General Instruction
please check the following box: [ ] A. (d), please check the following box: [X]
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Securities Act registration statement file number to which this form relates:
333-32730
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be registered each class is to be registered
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None N/A
Securities to be registered pursuant to Section 12(g) of the Act
Common Stock, $.01 par value
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(Title of Class)
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ITEM 1. Description of Registrant's Securities To Be Registered.
Information concerning the common stock, $.01 par value per share, of
The Concours Group, Inc. is contained under the caption "Description of Capital
Stock" in its Registration Statement on Form S-1 (File No. 333-32730), as filed
with the Securities and Exchange Commission on March 17, 2000, and as thereafter
amended (the "Registration Statement"), pursuant to the Securities Act of 1933,
as amended, and such information is incorporated herein by reference.
ITEM 2. Exhibits
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Exhibit No. Exhibit
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1. Amended and Restated Certificate of Incorporation of the
Registrant, dated February 28, 2000 (incorporated herein by
reference to Exhibit 3.1 of the Registration Statement)
2. First Amendment to Restated Certificate of Incorporation of
the Registrant, dated March 15, 2000 (incorporated herein by
reference to Exhibit 3.2 of the Registration Statement)
3. Amended and Restated Bylaws, dated March 10, 2000
(incorporated herein by reference to Exhibit 3.3 of the
Registration Statement)
4. Amended and Restated Certificate of Designation of the
Powers, Rights and Preferences of the Series A Convertible
Preferred Stock and the Series B Convertible Preferred Stock
of the Registrant, dated February 28, 2000 (incorporated
herein by reference to Exhibit 4.1 of the Registration
Statement)
5. Form of Irrevocable Proxy (incorporated herein by reference to
Exhibit 4.2 of the Registration Statement)
6. Form of the Stock Certificate for Common Stock (incorporated
herein by reference to Exhibit 4.3 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, thereunto duly authorized.
THE CONCOURS GROUP, INC.
By: /s/ Jeffrey J. Weiner
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Jeffrey J. Weiner
Chief Financial Officer
Date: August 6, 2000