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UNITED STATES
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
EAGLE GEOPHYSICAL, INC.
(Exact name of registrant as specified in its charter)
Delaware 76-0522659
(State of incorporation or organization) (I.R.S. Employer Identification No.)
50 Briar Hollow Lane, 6th Floor West
Houston, Texas 77027
(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
None 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 $0.01 Per Share
(Title of class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
This registration statement relates to the registration with the
Securities and Exchange Commission (the "Commission") of shares of Common
Stock, par value $0.01 per share (the "Common Stock"), of Eagle Geophysical,
Inc., a Delaware corporation (the "Registrant"). For a description of the Common
Stock, see the information set forth under the caption "Description of
Securities" in (i) the prospectus subject to completion dated July 11, 1997,
included in Part I of the Registration Statement on Form S-1 (Reg. No.
333-28303) (the "Registration Statement") of the Company, originally filed with
the Commission on June 2, 1997, as amended, and (ii) the related final form of
prospectus to be filed with the Commission under Rule 424(b) of the Securities
Act, which descriptions are incorporated herein by reference. Any statement
contained in a document incorporated herein by reference shall be deemed to be
modified or superseded for purposes hereof to the extent that another document
incorporated herein by reference modifies or supersedes such previous statement.
ITEM 2. EXHIBITS.
List below all exhibits filed as a part of the registration statement:
*1 Form of Certificate representing Common Stock (incorporated herein by
reference to Exhibit 4.1 of the Registration Statement).
*2(a) Certificate of Incorporation of the Registrant, as amended
(incorporated herein by reference to Exhibit 3.1 of the Registration
Statement).
*2(b) Bylaws of the Registrant, as amended (incorporated herein by reference
to Exhibit 3.2 of the Registration Statement).
* Incorporated by reference as indicated pursuant to Rule 12b-32.
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.
EAGLE GEOPHYSICAL, INC.
Date: July 22, 1997 By: /s/ Jay N. Silverman
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Jay N. Silverman
President