SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
JOURNAL REGISTER COMPANY
(Exact name of registrant as specified in its charter)
Delaware 22-3498615
(State of incorporation or organization) (IRS Employer
Identification No.)
50 West State Street, Trenton, NJ 08608
(Address of principal executive offices) (Zip Code)
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
Common Stock New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
None
(title of class)<PAGE>
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGIS-
TERED.
A description of the common stock, par value $.01
per share ("Common Stock"), of the Registrant is set forth
under the caption "Description of Capital Stock -- Common
Stock" in the Registration Statement on Form S-1 (SEC file
number 333-23425), as filed with the Securities and Exchange
Commission (the "Commission") on March 17, 1997, as amended
by Amendment No. 1 thereto filed with the Commission on April
21, 1997, which description is incorporated herein by
reference.
ITEM 2. EXHIBITS.*
1. Registration Statement on Form S-1 (SEC file
number 333-23425), as filed with the
Securities and Exchange Commission on March
17, 1997, as amended by Amendment No. 1
thereto filed with the Commission on April 21,
1997.
3.1 Form of Certificate of Incorporation of the
Registrant.
3.2 Form of By-Laws of the Registrant.
5.1 Form of the Registrant's Common Stock
certificate.
_____________________
* In accordance with Instruction II of the Instructions as to
Exhibits of Form 8-A, copies of the exhibits to this registra-
tion statement are being filed with The New York Stock Ex-
change, Inc. but not with the Securities and Exchange Commis-
sion.
-2-<PAGE>
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.
JOURNAL REGISTER COMPANY
Date: May 1, 1997
By: /s/ Jean B. Clifton
Name: Jean B. Clifton
Title: Executive Vice President
and Chief Financial
Officer
-3-<PAGE>
EXHIBIT LIST*
Exhibit Number Page
1. Registration Statement on Form S-1 (SEC file
number 333-23425), as filed with the Securities
and Exchange Commission on March 17, 1997,
as amended by Amendment No. 1 thereto filed with
the Securities and Exchange Commission on April
21, 1997............................................
3.1 Form of Certificate of Incorporation of the
Registrant..........................................
3.2 Form of By-Laws of the Registrant...................
5.1 Form of the Registrant's Common Stock
certificate.........................................
_____________________
* In accordance with Instruction II of the Instructions as to
Exhibits of Form 8-A, copies of the exhibits to this registra-
tion statement are being filed with The New York Stock Ex-
change, Inc. but not with the Securities and Exchange Commis-
sion.
