OMI CORP/M I
8-A12B/A, 1998-06-17
WATER TRANSPORTATION
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                        - - - - - - - - - - - - - - - --

                          PRE-EFFECTIVE AMENDMENT NO.1

                                       TO

                                    FORM 8-A

                FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                        PURSUANT TO SECTION 12(b) OR (g)

                     OF THE SECURITIES EXCHANGE ACT OF 1934

                     - - - - - - - - - - - - - - - - - - - -

                                 OMI CORPORATION
             (Exact name of registrant as specified in its charter)

         Republic of the                                       52-2098714
         Marshall Islands                                   (I.R.S. Employer
(State of incorporation or organization)                  Identification Number)

         One Station Place
         Stamford, Connecticut                                             06902
(Address of principal executive offices)                              (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 it so be registered
- - - - - - - - - - - - - - - -                       - - - - - - - - - - - - - - - 
COMMON STOCK, PAR                                    NEW YORK STOCK EXCHANGE
VALUE $0.50 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  upon filing  pursuant to
General Instruction A. (c), check the following box. [x]

     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), check the following box.

  SECURITIES ACT REGISTRATION STATEMENT FILE NUMBER TO WHICH THIS FORM RELATES:

                                    333-52771

        SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:

                                      NONE

                                (Title of Class)

================================================================================

<PAGE>
                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

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

     For information with respect to OMI  Corporation's  common stock, par value
$0.50 per share (the "Common  Stock"),  see the  information  under the captions
"New OMI-Capital  Stock to be Registered," "New  OMI-Restrictions  on Import and
Export of  Capital,"  "New  OMI-Certain  Change in  Control  Effects  Of Certain
Provisions of the Certificate of Incorporation  and By-Laws of New OMI" and "New
OMI-Tax  Consequences  under  Marshall  Islands  Law"  contained  in  the  Proxy
Statement/Prospectus  deemed a part of OMI Corporation's  Registration Statement
on Form  S-1 (the  "Registration  Statement")  filed  with  the  Securities  and
Exchange  Commission on May 15, 1998 (Registration  Statement Number 333-52771).
The Prospectus is deemed to be incorporated herein by reference. OMI Corporation
(the "Company") has filed an application  with respect to the Common Stock with,
and  delivered  copies of the  Registration  Statement  to,  the New York  Stock
Exchange.

Item 1.   Exhibits

     The required  exhibits  need not be filed  because the Common Stock will be
registered on the New York Stock Exchange,  on which no other  securities of the
Company are registered.
<PAGE>
                                   SIGNATURE


     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, thereto duly authorized.

                                      OMI CORPORATION

Date:  June 17, 1998                  By:  /s/  Craig H. Stevenson, Jr.
                                           - - - - - - - - - - - - - - - - - - -
                                           Craig H. Stevenson, Jr.
                                           Chief Executive Officer and President





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