SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
BLACKROCK, INC.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware 51-0380803
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(State of Incorporation or Organization) (I.R.S. Employer
Identification no.)
345 Park Avenue, New York, New York 10154
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(Address of Principal Executive Offices) (Zip Code)
If this form relates to the If this form relates to the
registration of a class of securities registration of a class of securities
pursuant to Section 12(b) of the pursuant to Section 12(g) of the
Exchange Act and is effective upon Exchange Act and is effective upon
filing pursuant to General filing pursuant to General
Instruction A.(c), please check the Instruction A.(d), please check the
following box. [X] following box. [ ]
Securities Act registration statement file number to which this form
relates: 333-78367
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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Class A Common Stock, New York Stock Exchange, Inc.
par value $.01 per share
Securities to be registered pursuant to Section 12(g) of the Act:
None
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(Title of Class)
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
For a description of the securities to be registered hereunder,
reference is made to the information set forth under the heading
"Description of Capital Stock" in the Registrant's Prospectus, which
constitutes a part of the registrant's Registration Statement on Form S-1
(File No. 333-78367) under the Securities Act of 1933, as amended, which
information is hereby incorporated herein by reference.
ITEM 2. EXHIBITS
The following exhibits to this Registration Statement have been filed
as exhibits to the Registrant's Registration Statement on Form S-1 (File
No. 333-78367), as amended, filed under the Securities Act of 1933, as
amended, and are hereby incorporated herein by reference.
Exhibit
Number Description of Exhibit
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3.1 Form of Amended and Restated Certificate of Incorporation
of the Registrant.
3.2 Form of Amended and Restated By-Laws of the Registrant.
4.1 Specimen of Common Stock Certificate (per class).
4.2 Form of Amended Stockholders Agreement.
10.6 Form of Initial Public Offering Agreement among the
Registrant, PNC Bank Corp. and PNC Asset Management, Inc.
10.7 Form of Registration Rights Agreement, among the
Registrant, PNC Asset Management, Inc., and certain holders
of the class B common stock of the Registrant.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has duly caused this registration statement or
amendment thereto to be signed on its behalf by the undersigned, thereunto
duly authorized.
Dated: September 15, 1999
BLACKROCK, INC.
By: /s/ Robert P. Connolly
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Name: Robert P. Connolly
Title: Managing Director, General
Counsel and Secretary