PSCO CAPITAL TRUST I
8-A12B, 1998-04-24
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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 (g) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                              PSCO CAPITAL TRUST I



             (Exact Name of Registrant as Specified in its Charter)

               Delaware                                  Applied For
- ----------------------------------------        ---------------------------
(State of Incorporation or Organization)   (I.R.S. Employer Identification No.)

c/o Public Service Company of Colorado
     1225 17th Street
     Denver, Colorado                                    80202
- ----------------------------------------          ------------------
(Address of Principal Executive Offices)               (Zip Code)


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 to become effective pursuant to General
Instruction A.(d), please check the following box. | |


Securities Act registration statement                333-47485
file number to which this form relates:           (if applicable)

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

    __% Trust Originated Preferred        New York Stock Exchange
Securities(sm) (and the Guarantee
with respect thereto)

Securities to be registered pursuant to Section 12(g) of the Act:

                                      None
 
                                      -1-
<PAGE>

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 1. Description of Registrant's Securities to be Registered.

     The class of securities to be registered hereby is the __% Trust Originated
Preferred  Securities  (the  "Preferred  Securities") of PSCO Capital Trust I, a
statutory  business  trust  created under the laws of the State of Delaware (the
"Trust").  The Preferred  Securities  represent preferred  undivided  beneficial
interests  in the  assets of the Trust,  and are  guaranteed  by Public  Service
Company of Colorado,  a Colorado  corporation and the Depositor of the Trust, to
the extent set forth in Amendment  No. 1 to the  Registration  Statement on Form
S-3 of the Trust and  Public  Service  Company  of  Colorado  (Registration  No.
333-47485)  (the  "Registration  Statement"),  filed  with  the  Securities  and
Exchange  Commission  on March 31,  1998,  and the form of  Prospectus  included
therein, and the Preliminary Prospectus Supplement for the Preferred Securities,
which  descriptions are incorporated  herein by reference.  Definitive copies of
the Prospectus and the Prospectus Supplement describing the Preferred Securities
will be filed  pursuant  to Rule 424(b)  under the  Securities  Act of 1933,  as
amended, and shall be incorporated by reference into this Registration Statement
on Form 8-A.  ("Trust  Originated  Preferred  Securities"  is a service  mark of
Merrill Lynch & Co., Inc.)

Item 2. Exhibits.

     2.1  Certificate of Trust, dated February 27, 1998, of PSCO Capital Trust I
          (incorporated  herein by reference to Exhibit 4(h) to the Registration
          Statement  filed with the Securities and Exchange  Commission on March
          6, 1998.

     2.2  Form of Amended  and  Restated  Declaration  of Trust of PSCO  Capital
          Trust I  (incorporated  herein by  reference  to  Exhibit  4(j) to the
          Registration Statement).

     2.3  Form of  Preferred  Security  (incorporated  herein  by  reference  to
          Exhibit 4(k) to the Registration Statement).

     2.4  Form of Guarantee  Agreement with respect to the Preferred  Securities
          (incorporated  herein by reference to Exhibit 4(g) to the Registration
          Statement).

     2.5  Form of Subordinated Debt Securities  Indenture between Public Service
          Company of Colorado and The Bank of New York, as Trustee (incorporated
          herein by reference to Exhibit 4(d) to the Registration Statement).

     2.6  Form of  Supplemental  Indenture to Indenture to be used in connection
          with the  issuance  of a series of  Deferrable  Interest  Subordinated
          Debentures  (incorporated  herein by  reference to Exhibit 4(e) to the
          Registration Statement).


                                      -2-
<PAGE>


                                   SIGNATURES


     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.



Dated:  April 24, 1998              PSCO CAPITAL TRUST I


                                    By:          /s/ Nancy Felker
                                               Nancy Felker, as Trustee


                                    PUBLIC SERVICE COMPANY OF COLORADO
                                      Depositor of the Registrant and
                                      Guarantor under the Guarantee


                                    By:           /s/ Brian P. Jackson
                                       Name:    Brian P. Jackson
                                       Title:   Senior Vice President and
                                                Chief Financial Officer

                                       -3-
<PAGE>





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