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As filed with the Securities and Exchange Commission on March 11, 1998
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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
RELTEC CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 3661 94-3227019
(State or Other (Primary Standard (I.R.S. Employer
Jurisdiction of Industrial Classification Identification Number)
Incorporation or Code Number)
Organization)
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<S> <C>
5900 LANDERBROOK DRIVE, SUITE 300 VALERIE A. GENTILE SACHS
CLEVELAND, OHIO 44124-4019 VICE PRESIDENT AND GENERAL COUNSEL
(440) 460-3600 RELTEC CORPORATION
(Address, including Zip Code, and Telephone 5900 LANDERBROOK DRIVE
Number, including Area Code, of Registrant's CLEVELAND, OHIO 44124-4019
Principal Executive Offices); (440) 460-3600
(Name, Address, including Zip Code, and
Telephone Number, including Area Code,
of Agent for Service)
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Copies to:
RAYMOND Y. LIN VINCENT PAGANO, JR.
LATHAM & WATKINS SIMPSON THACHER & BARTLETT
885 THIRD AVENUE 425 LEXINGTON AVENUE
NEW YORK, NEW YORK 10022 NEW YORK, NEW YORK 10017
(212) 906-1200; (212) 455-2000
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, $0.01 par value The New York Stock Exchange, Inc.
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
On March 11, 1998, the registrant filed with the Securities and
Exchange Commission (the "Commission") Amendment No. 3 to its Registration
Statement on Form S-1, File No. 333-44277, with respect to its common stock, par
value $0.01 per share (the "Common Stock"). The securities to be registered
pursuant to this Registration Statement on Form 8-A were described in the
registration statement referred to above under the caption "Description of
Capital Stock", and such description is incorporated by reference herein in
response to the information required by this Item. Such description
incorporated by reference herein shall be filed with copies of the application
filed with The New York Stock Exchange, Inc. ("NYSE").
ITEM 2. EXHIBITS.
The following exhibits shall be filed with each copy of this
Registration Statement filed with NYSE, but have not been filed with, and are
not incorporated by reference in, copies of this Registration Statement filed
with the Commission:
1.1 Amendment No. 3 to the Registration Statement on Form S-1, File
No. 333-44277, as filed with the Commission on March 11, 1998
1.2 Amendment No. 2 to the Registration Statement on Form S-1, File
No. 333-44277, as filed with the Commission on February 25, 1998
1.2 Amendment No. 1 to the Registration Statement on Form S-1, File
No. 333-44277, as filed with the Commission on February 5, 1998
* 3.1 The Certificate of Incorporation of the Registrant
* 3.2 The Bylaws of the Registrant
** 4.1 Specimen of a Common Stock certificate
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* Included in Amendment No. 2 to the Registration Statement on Form S-1.
** Included in Amendment No. 3 to the Registration Statement on Form S-1.
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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.
RELTEC Corporation
Date: March 11, 1998 By: /s/ Valerie Gentile Sachs
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Valerie Gentile Sachs
Vice President, General Counsel