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
Sonic Automotive, Inc.
(Exact name of registrant as specified in its charter)
Delaware 56-2010790
(State of incorporation or organization) (I.R.S. Employer Identification No.)
5401 East Independence Boulevard
P.O. Box 18747
Charlotte, North Carolina 28218
(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
Class A Common Stock, par value $.01 New York Stock Exchange, Inc.
If this form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box ( X )
If this form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box ( )
Securities Act registration statement file number to which this form relates:
333-33295
Securities to be registered pursuant to Section 12(g) of the Act:
None
(Title of class)
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Item 1. Description of Registrant's Securities to be Registered
A description of the Registrant's Class A Common Stock is set
forth under the caption "Description of Capital Stock" in the
Registrant's Preliminary Prospectus dated August 8, 1997 in the form
first filed pursuant to Rule 430 of the rules and regulations
promulgated by the Securities and Exchange Commission (the
"Commission") pursuant to the Securities Act of 1933, as amended, on
August 8, 1997 (the "Preliminary Prospectus"), which is incorporated
herein by reference. The Preliminary Prospectus forms a part of the
Registrant's Registration Statement on Form S-1 (No. 333-33295) filed
with the Commission on August 8, 1997.
Item 2. Exhibits.
Pursuant to Instruction II, the following exhibits will be
filed with the New York Stock Exchange, Inc. but not with the
Securities and Exchange Commission as part of this registration
statement on Form 8-A.
1.1 Registration Statement on Form S-1 (Registration No.
333-33295) of Sonic Automotive, Inc. (the "Registration
Statement"), as filed with the Securities and Exchange
Commission on August 8, 1997.
1.2 Amendment No. 1 to the Registration Statement, as filed with
the Securities and Exchange Commission on August 29, 1997.
1.3 Amendment No. 2 to the Registration Statement, as filed with
the Securities and Exchange Commission on October 3, 1997.
2. Not applicable.
3. Not applicable.
4.1 Amended and Restated Certificate of Incorporation
(incorporated by reference to Exhibit 3.1 to the Registration
Statement).
4.2 Bylaws (incorporated by reference to Exhibit 3.2 to the
Registration Statement).
5. Specimen of the Registrant's Class A Common Stock Certificate
(incorporated by reference to Exhibit 4.1 to the Registration
Statement).
6. Not applicable.
<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, thereunto duly authorized.
Dated: October 6, 1997 SONIC AUTOMOTIVE, INC.
By: /s/ Theodore M. Wright
Theodore M. Wright
Chief Financial Officer
