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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A
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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
GETTY IMAGES, INC.
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(Exact name of Registrant as specified in its charter)
Delaware 98-0177556
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(Jurisdiction of incorporation or organization) (I.R.S. Employer
Identification No.)
500 North Michigan Avenue, Suite 1700
Chicago, Illinois 60611
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(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
None
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(Title of class)
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. / /
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. /X/
Securities Act registration statement file number to which this form relates:
333-38777
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Securities to be registered pursuant to Section 12(g) of the Act:
Shares of Common stock, par value $0.01 per share
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(Title of class)
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2
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The Registrant hereby incorporates by reference the description of the
common stock, par value $0.01 per share (the "Common Stock"), of the Registrant
registered hereby set forth under the heading "Description of Getty Images
Capital Stock" in the Prospectus included in its Registration Statement on Form
S-4 (No. 333-38777), as amended (the "Registration Statement").
Item 2. EXHIBITS.
The following exhibits are filed herewith (or incorporated herein by
reference):
1. The information under the captions "Description of Getty
Images Capital Stock", "Comparison of Rights of Shareholders
of Getty Communications and Stockholders of PhotoDisc",
"Comparison of Rights of Shareholders of PhotoDisc and
Stockholders of Getty Images" and "The Transactions -
Certain Income Tax Considerations" in the prospectus
contained in the Registration Statement on Form S-4 of Getty
Images, Inc. (No. 333-38777), as amended (incorporated by
reference).
2. Amended and Restated Certificate of Incorporation of the
Registrant (incorporated by reference to Exhibit 3.1 to
Registration Statement No. 333-38777).
3. Bylaws of the Registrant (incorporated by reference to
Exhibit 3.2 to Registration Statement No. 333-38777).
4. Specimen of the Certificate representing shares of Common
Stock, par value $.01 per share, of Getty Images, Inc.
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SIGNATURES
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.
GETTY IMAGES, INC.
(Registrant)
By: /s/ Mark Getty
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Name: Mark Getty
Title: President
Date: February 9, 1997
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EXHIBIT INDEX
Sequentially
Exhibit No. Numbered Page
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1. The information under the captions
"Description of Getty Images Capital
Stock", "Comparison of Rights of Shareholders
of Getty Communications and Stockholders of
PhotoDisc", "Comparison of Rights of Shareholders
of PhotoDisc and Stockholders of Getty Images"
and "The Transactions - Certain Income Tax
Considerations" in the prospectus contained in
the Registration Statement on Form S-4 of Getty
Images, Inc. (No. 333-38777), as amended
(incorporated by reference).
2. Amended and Restated Certificate
of Incorporation of the Registrant
(incorporated by reference to Exhibit 3.1
to Registration Statement No. 333-38777).
3. Bylaws of the Registrant (incorporated
by reference to Exhibit 3.2 to
Registration Statement No. 333-38777).
4. Specimen of the Certificate representing
shares of Common Stock, par value $.01 per
share, of Getty Images, Inc. 5
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GETTY IMAGES INC.
INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE
COMMON STOCK
PAR VALUE $0.01 CUSIP 374276 10 3
THIS CERTIFIES THAT
IS THE OWNER OF
FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK, $.01 PAR VALUE, OF
GETTY IMAGES, INC.
(hereinafter the "Corporation") transfers on the books of the Corporation by
the Holder hereof in person or by duly authorized Attorney, upon surrender of
this Certificate properly endorsed. This Certificate is not valid until
countersigned and registered by the Transfer Agent and Registrar.
WITNESS the facsimile seal of the Corporation and the facsimile signatures
of its duly authorized officers.
Dated:
/s/ Mark Getty /s/ Jonathan Klein
Co-Chairman and Director [SEAL] Chief Executive Officer and Director
COUNTERSIGNED AND REGISTERED:
THE BANK OF NEW YORK
TRANSFER AGENT
AND REGISTRAR
BY
AUTHORIZED SIGNATURE
