<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------------------
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
Philips International Realty Corp.
----------------------------------
(Exact name of registrant as specified in its Charter)
Maryland 13-3963667
-------- ----------
(State of Incorporation) (I.R.S. Employer
Identification No.)
417 Fifth Avenue, New York, NY 10016
------------------------------ -----
(Address of principal executive offices) (Zip code)
SECURITIES ACT REGISTRATION STATEMENT FILE NUMBER TO WHICH THIS FORM RELATES:
333-47975
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
------------------- ------------------------------
Common Stock, $0.01 Par Value New York Stock Exchange
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
None
---------------------------------------------------
(Title of Class)
<PAGE>
ITEM 1. Description of Registrant's Securities to be Registered
-------------------------------------------------------
Registrant's authorization capital stock consists of 150,000,000
shares of Common Stock and 30,000,000 shares of Preferred Stock.
The description of the securities to be registered hereby is
incorporated by reference to the description contained in the
Registrant's Registration Statement No. 333-47975 on Form S-11
(the "Registration Statment"), as originally filed with the
Securities and Exchange Commission (the "Commission") on March
13, 1998.
ITEM 2. Exhibits
--------
The securities described herein are to be registered on the New
York Stock Exchange, on which no other securities of the
Registrant are registered. Accordingly, the following exhibits
required in accordance with Part II to the Instructions as to
the exhibits on Form 8-A have been duly filed with the New York
Stock Exchange.
Amended and Restated Articles of Incorporation of Registrant, as
amended December 30, 1997;
By-Laws of Registrant; and
Specimen of Registrant's Common Stock certificate.
Also in accordance with Part II to the instructions as to the
exhibits on Form 8-A, no exhibits are filed with, or
incorporated by reference in this Registration Statement filed
with the Commission.
<PAGE>
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.
May 6, 1998
PHILIPS INTERNATIONAL REALTY CORP.
By: /s/ Louis J. Petra
-------------------------------
Name: Louis J. Petra
Title: President
