FORM 8 - A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
---------------------
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Concentra Operating Corporation
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Nevada 75-2822620
- --------------------------------------------------------------------------------
(State of incorporation or organization) (I.R.S. Employer
Identification No.)
312 Union Wharf
Boston, Massachusetts 02109
- --------------------------------------------------------------------------------
(Address of principal executive offices) (zip code)
If this form relates to the If this form relates to the
of registration of a class of registration of a class of
securities pursuant to Section 12(b) securities pursuant to Section 12(g)
of the Exchange Act and is effective of the 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. [ ] box.[X]
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
- ------------------------------- -------------------------------------
NONE
<PAGE>
Securities to be registered pursuant to Section 12(g) of the Act:
13% Series B Senior Subordinated Notes due 2009
- --------------------------------------------------------------------------------
(Title of Class)
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES
- ------ TO BE REGISTERED.
-----------------
13% Series B Senior Subordinated Notes due 2009
-----------------------------------------------
The Registrant incorporates by reference the "Description of Notes" set
forth in the Registrant's Registration Statement on Form S-4 filed by the
Registrant under the Securities Act of 1933, as amended (Registration No.
333-90765), as amended through the date hereof and as the same may be
subsequently amended (the "Registration Statement on Form S-4"), and, to the
extent applicable, such portions of any prospectus relating to the Registration
Statement on Form S-4 filed pursuant to Rule 424(b) under the Securities Act of
1933, as amended.
ITEM 2. EXHIBITS.
- ------------------
The Registrant incorporates herein by reference the following Exhibits to
the Registration Statement on Form S-4:
(1) Certificate of Incorporation of the Registrant, as amended, filed as
Exhibit 3.1 to the Registration Statement on Form S-4.
(2) Amended Bylaws of the Registrant, filed as Exhibit 3.2 to the
Registration Statement on Form S-4.
(3) Form of 13% Series B Senior Subordinated Note due 2009, filed as
Exhibit 4.9 to the Registration Statement on Form S-4.
<PAGE>
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.
CONCENTRA OPERATING CORPORATION
/s/ RICHARD A. PARR II
----------------------
Richard A. Parr II
Executive Vice President and
General Counsel
Date: February 17, 2000