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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
UNIGRAPHICS SOLUTIONS INC.
(Exact name of registrant as specified in its charter)
Delaware 75-2728894
(State of incorporation or organization) (I.R.S. Employer Identification No.)
13736 Riverport Drive
Maryland Heights, Missouri 63043
(Address of principal executive offices, including 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 New York Stock Exchange
$.01 per share
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. [_]
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: 333-48261
Securities to be registered pursuant to Section 12(g) of the Act: None.
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
Application has been made to list the Class A Common Stock, par value
$.01 per share (the "Class A Common Stock"), of Unigraphics Solutions Inc. (the
"Registrant") to be registered hereunder on the New York Stock Exchange (the
"NYSE"), and such application has been approved pending official notice of
issuance. A description of the Class A Common Stock is set forth under the
caption "Description of Capital Stock" in the Prospectus contained in the
registration statement on Form S-1 of the Registrant (Registration No. 333-
48261), as amended, originally filed with the Securities and Exchange Commission
(the "Commission") on March 19, 1998, which registration statement is
incorporated herein by reference.
ITEM 2. EXHIBITS.*
1. Registration Statement on Form S-1 (Registration No. 333-48261) of the
Registrant.
2. Restated Certificate of Incorporation of the Registrant (incorporated
herein by reference to Exhibit 3.1 to the Registrant's Registration
Statement on Form S-1 (Registration No. 333-48261)).
3. Amended and Restated Bylaws of the Registrant, as adopted on May 12,
1998 (incorporated herein by reference to Exhibit 3.2 to the
Registrant's Registration Statement on Form S-1 (Registration No. 333-
48261)).
4. Specimen Stock Certificate for the Class A Common Stock (incorporated
herein by reference to Exhibit 4.2 to the Registrant's Registration
Statement on Form S-1 (Registration No. 333-48261)).
5. Registration Rights Agreement between the Company and Electronic Data
Systems Corporation (incorporated herein by reference to Exhibit 4.1
to the Registrant's Registration Statement on Form S-1 (Registration
No. 333-48261)).
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* In accordance with Instruction II to Item 2 of Form 8-A, the exhibits set
forth above are being filed with the copies of this registration statement filed
with the NYSE but are omitted from the copies filed with the Commission.
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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.
Date: May 21, 1998 UNIGRAPHICS SOLUTIONS INC.
By: /s/ JOHN J. MAZZOLA
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John J. Mazzola
President and Chief Executive Officer
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