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AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 18, 1998
FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
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L-3 COMMUNICATIONS HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 3812, 3663, 3679 13-3937434
(State of Incorporation) (Primary Standard Industrial (I.R.S. Employer
Classification Code Number) Identification No.)
600 THIRD AVENUE
NEW YORK, NEW YORK 10016
(212) 697-1111
(Address, including zip code, and telephone number, including
area code, of registrant's principal executive offices)
CHRISTOPHER C. CAMBRIA
L-3 COMMUNICATIONS HOLDINGS, INC.
600 THIRD AVENUE
NEW YORK, NEW YORK 10016
(212) 697-1111
(Name, address, including zip code, and telephone
number, including area code, of agent for service)
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COPIES TO:
VINCENT PAGANO JR. KIRK A. DAVENPORT
SIMPSON THACHER & BARTLETT LATHAM & WATKINS
425 LEXINGTON AVENUE 885 THIRD AVENUE
NEW YORK, NEW YORK 10017 NEW YORK, NEW YORK 10022
(212) 455-2000 (212) 906-1200
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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 $.01 per share New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
None
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(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
On April 30, 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. 333-46975) with respect to its common stock, par value
$.01 per share (the "Common Stock"). The securities to be registered pursuant
to this Registration Statement on Form 8-A were described in the
above-mentioned registration statement 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 (the "NYSE").
ITEM 2. EXHIBITS.
The following exhibits shall be filed with each copy of this Registration
Statement filed with the 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. 5 to the Registration Statement on Form S-1, File No.
333-46975, as filed with the Commission on May 18, 1998.
1.2 Amendment No. 4 to the Registration Statement on Form S-1, File No.
333-46975, as filed with the Commission on May 15, 1998.
1.3 Amendment No. 3 to the Registration Statement on Form S-1, File No.
333-46975, as filed with the Commission on April 30, 1998.
1.4 Amendment No. 2 to the Registration Statement on Form S-1, File No.
333-46975, as filed with the Commission on April 27, 1998.
1.5 Amendment No. 1 to the Registration Statement on Form S-1, File No.
333-46975, as filed with the Commission on April 6, 1998.
1.6 Registration Statement on Form S-1, File No. 333-46975, as filed with
the Commission on February 27, 1998.
4.1 Certificate of Incorporation of the Registrant.
4.2 Bylaws of the Registrant.
4.3 Form of the Deposit Agreement to be executed by and between the
Registrant and the Depositary.
5.1 Specimen of a Common Stock certificate.
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, as amended, the registrant has duly caused this Registration
Statement to be signed on its behalf by the undersigned, duly authorized.
L-3 COMMUNICATIONS HOLDINGS, INC.
By: /s/ Christopher C. Cambria
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Name: Christopher C. Cambria
Title: Vice President, Secretary and
General Counsel
Date: May 18, 1998
