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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Amendment No. 1
to
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
TRITEL, INC.
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(Exact name of registrant as specified in its charter)
Delaware 64-6896417
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(State of incorporation or (IRS employer identification no.)
organization)
Tritel, Inc. 39201
500 E. Capitol Street, Suite 500 ----------
Jackson, MS 39201 (zip code)
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(Address of principal executive
offices)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class to be so Name of each exchange on which each
registered class is to be registered
NONE NONE
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Securities to be registered pursuant to Section 12(g) of the Act:
Class A common stock, par value $0.01 per share
Item 1. Description of Registrant's Securities to be Registered.
A description of the Class A common stock of the Registrant is set forth in
the information provided under "Description of Capital Stock" in the
Registrant's prospectus, dated November 26, 1999, forming a part of the
Registrant's Registration Statement on Form S-1, as amended (File No. 333-91207)
(the "Registration Statement"), as filed with the Securities and Exchange
Commission (the "Commission") on November 18, 1999, and such information is
incorporated herein by reference. Such information shall be included in the
final form of the prospectus included in the Form S-1 and filed under Rule
424(b) of the Securities Act.
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Item 2. Exhibits.
The following exhibits to the Registration Statement or to the Registrant's
Registration Statement on Form S-4 as filed with the Commission on July 8, 1999
or amendments thereto (the "Form S-4 Registration Statement"), as indicated, are
hereby incorporated by reference:
(1) Restated Certificate of Incorporation of Tritel, Inc. (Exhibit
3.3 to the Form S-4 Registration Statement).
(2) By-Laws of Tritel, Inc. (Exhibit 3.4 to the Form S-4 Registration
Statement).
(3) Form of Certificate of Amendment to Restated Certificate of
Incorporation. (Exhibit 3.3 to the Registration Statement).
(4) Form of Amended and Restated Bylaws. (Exhibit 3.4 to the
Registration Statement).
(5) Form of Class A common stock certificate to be issued by Tritel,
Inc. (Exhibit 4.1 to the Registration Statement).
(6) Stockholders' Agreement, dated as of January 7, 1999, by and
among Tritel, Inc. and AT&T Wireless PCS LLC, the Cash Equity
Investors and Management Shareholders named therein. (Exhibit
10.1.1 to the Form S-4 Registration Statement).
(7) First Amendment to Stockholders' Agreement, dated as of August
27, 1999, by and among Tritel, Inc. and AT&T Wireless PCS LLC,
the Cash Equity Investors and Management Shareholders named
therein. (Exhibit 10.1.2 to the Form S-4 Registration Statement).
(8) Second Amendment to Stockholders' Agreement, dated as of
September 1, 1999, by and among Tritel, Inc. and AT&T Wireless
PCS LLC, the Cash Equity Investors and Management Shareholders
named therein. (Exhibit 10.1.3 to the Form S-4 Registration
Statement).
(9) Third Amendmet to Stockholders' Agreement, dated as of November
17, 1999, by among Tritel, Inc. and AT&T Wireless PCS LLC, the
Cash Equity Investors and Management Shreholders named therein.
(Exhibit 10.1.4 to the Registration Statement).
(10) Fourth Amendment to Stockholders' Agreement, dated as of December
10, 1999, by among Tritel, Inc. and AT&T Wireless PCS LLC, the
Cash Equity Investors and Management Shareholders named therein.
(Exhibit 10.1.5 to the Registration Statement).
(11) Investors Stockholders' Agreement, dated as of January 7, 1999,
by and among Tritel, Inc., Washington National Insurance Company,
United Presidential Life Insurance Company, Dresdner Kleinwort
Benson Private Equity Partners LP, Toronto Dominion Investors,
Inc., Entergy Wireless Corporation, General Electric Capital
Corporation, Triune PCS, LLC, FCA Venture Partners II, LP,
Clayton Associates, LLC, Trillium PCS, LLC, Airwave
Communications, LLC, Digital PCS, LLC, and the Stockholders named
therein. (Exhibit 10.2 to the Form S-4 Registration Statement).
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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.
TRITEL, INC.
(Registrant)
By: /s/ E.B. Martin, Jr.
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Name: E.B. Martin, Jr.
Title: Executive Vice President
Treasurer-Chief Financial Officer
December 13, 1999
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