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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Vornado Operating Company
(Exact Name of Registrant as Specified in Its Charter)
Delaware Pending
(State of Incorporation or Organization) (IRS Employer
Identification
no.)
Park 80 West, Plaza II
Saddle Brook, New Jersey 07663
(Address of Principal Executive Offices) (Zip Code)
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), please 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), please check the following box. / /
Securities Act registration statement file number to which this form
relates: 333-40701 (If applicable)
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
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Common Stock, par value American Stock Exchange, Inc.
$.01 per share
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.
The description of the securities to be registered that
appears under the captions "Description of Capital Stock--Authorized Capital
Stock," "--Common Stock" and "--Certain Charter and By-laws Provisions"
contained in the prospectus subject to completion dated September 28, 1998,
included in Amendment No. 6 to the Registrant's Registration Statement on Form
S-11 (file no. 333-40701) filed on September 28, 1998, as amended, under the
Securities Act of 1933, as amended, is hereby incorporated by reference in
answer to this item.
Item 2. Exhibits.
Inapplicable.
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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.
VORNADO OPERATING COMPANY
By: /s/ Irwin Goldberg
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Name: Irwin Goldberg
Title: Vice President,
Chief Financial Officer
Date: September 28, 1998
