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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Crestline Capital Corporation
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(Exact Name of Registrant as Specified in Its Charter)
Maryland 53-0085950
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(State of Incorporation or Organization) (I.R.S. Employer
Identification no.)
10400 Fernwood Road, Bethesda, Maryland 20817
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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 Exchange Act and is effective
pursuant to General Instruction pursuant to General Instruction
A. (c), please check the following A. (d), please check the following
box. [X] box. [ ]
Securities Act registration statement file number to which this form relates:
333-64657
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(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
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Common Stock, $.01 par value New York Stock Exchange
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Securities to be registered pursuant to Section 12(g) of the Act:
(none)
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(Title of Class)
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
The information required by Item 1 with respect to the Common Stock of the
Registrant is hereby incorporated by reference to the description of the
Registrant's capital stock set forth under the heading "Description of Capital
Stock" in the Registrant's Registration Statement on Form S-1 (File No. 333-
64657), as filed with the Securities and Exchange Commission on September 29,
1998, and any amendments to such Registration Statement filed subsequently
thereto (the "Form S-1"), including any form of Prospectus filed pursuant to
Rule 424(b) promulgated under the Securities Act of 1933, as amended.
Item 2. Exhibits.
The securities to be registered are to be registered on the New York Stock
Exchange, on which no other securities of the Registrant are registered. The
following exhibits, which represent copies of the constituent instruments
defining the rights of the holders of Common Stock, are incorporated by
reference to the specified exhibits to the Form S-1 as part of this Registration
Statement:
1. Articles of Incorporation of the Registrant (incorporated by reference
to Exhibit 3.1 to the Form S-1).
2. Bylaws of the Registrant (incorporated by reference to Exhibit 3.2 to
the Form S-1).
3. Form of Articles of Amendment and Restatement of Articles of
Incorporation of the Registrant (incorporated by reference to Exhibit
3.3 to the Form S-1).
4. Form of Common Stock Certificate of the Registrant (incorporated by
reference to Exhibit 4.1 of the Form S-1).
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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.
CRESTLINE CAPITAL CORPORATION
Date: November 19, 1998 By: /s/ JAMES L. FRANCIS
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James L. Francis
Executive Vice President,
Chief Financial Officer
and Treasurer
