<PAGE> 1
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
Galileo International, Inc.
--------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 36-4156005
- ---------------------------------------- ------------------------------------
(State of incorporation or organization) (I.R.S. Employer Identification No.)
9700 West Higgins Road, Suite 400
Rosemont, Illinois 60018
- ----------------------------------------- ----------------------------------
(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class to Name of each exchange on which
be so registered: each class is to be registered:
Common Stock New York Stock Exchange
par value $.01 per share
Securities to be registered pursuant to Section 12(g) of the Act:
None
<PAGE> 2
2
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The description of the Registrant's Common Stock, par value
$.01 per share, set forth under the heading "Description of Capital Stock" in
the Registration Statement on Form S-1 (Registration No. 333-27495), as amended
(the "Registration Statement"), filed by the Registrant with the Securities and
Exchange Commission, is hereby incorporated by reference herein.
ITEM 2. EXHIBITS.*
1. Registration Statement, filed pursuant to the Securities Act
of 1933 on May 20, 1997.
2. Amendment No. 1 to the Registration Statement, filed pursuant
to the Securities Act of 1933 on June 27, 1997.
3. Amendment No. 2 to the Registration Statement, filed pursuant
to the Securities Act of 1933 on June 30, 1997.
4. Form of Restated Certificate of Incorporation of the
Registrant to be in effect upon completion of the offering.
5. Form of Amended and Restated By-laws of the Registrant to be
in effect upon completion of the offering.
6. Specimen Stock Certificate for Common Stock, par value $.01
per share.
- ------------------------------
* Pursuant to Instruction II to the Instructions as to Exhibits, these
exhibits are not being included with the copy of this registration
statement filed with the Securities and Exchange Commission.
<PAGE> 3
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.
Galileo International, Inc.
By /s/ Babetta R. Gray
-------------------------------------
Babetta R. Gray
Senior Vice President, Legal and
General Counsel
Date: July 1, 1997
