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
CROWN MEDIA HOLDINGS, INC.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 84-1524410
(State or Other Jurisdiction (IRS Employer
of Incorporation or Organization) Identification Number)
SUITE 500, 6430 S. FIDDLERS GREEN 80111
CIRCLE, ENGLEWOOD, COLORADO
(Address of Principal Executive Offices) (Zip Code)
If this Form relates to the If this Form relates to the
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 A.(c), pursuant to General Instruction A.(d),
please check the following box: [ ] please check the following box: [X]
Securities Act registration statement file number to which this form relates:
333-95573
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 NONE
Securities to be registered pursuant to Section 12(g) of the Act:
CLASS A COMMON STOCK, PAR VALUE $0.01 PER SHARE
(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
A description of the Class A common stock, par value $0.01 per share ("Common
Stock"), of the Registrant will be set forth under the caption "Description of
Capital Stock" in the Registrant's prospectus, constituting part of the
Registrant's Registration Statement on Form S-1 (File No. 333-95573), as
amended, relating to the Common Stock, to be filed pursuant to Rule 424(b) under
the Securities Act of 1933, as amended. The description of the Common Stock
contained in such prospectus to be filed pursuant to Rule 424(b) is hereby
incorporated by reference into this Form 8-A.
ITEM 2. EXHIBITS.
All of the following exhibits to this Registration Statement have been filed
as exhibits to the Registrant's Registration Statement on Form S-1 (File No.
333-95573), as amended, filed under the Securities Act of 1993, as amended, and
are hereby incorporated herein by reference.
EXHIBIT
NUMBER DESCRIPTION OF EXHIBIT
------ ----------------------
4.1 Form of Specimen Certificate for
Registrant's Class A Common Stock.
4.2 Form of Registrant's Amended and Restated
Certificate of Incorporation.
4.3 Form of Registrant's Amended and Restated
By-Laws.
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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.
CROWN MEDIA HOLDINGS, INC.
Date: April 10, 2000 By: /s/ William J. Aliber
-------------------------------
Name: William J. Aliber
Title: Chief Financial Officer
<PAGE>
EXHIBIT INDEX
EXHIBIT NUMBER EXHIBIT TITLE
4.1 - Form of Specimen Certificate for Registrant's
Class A Common Stock.
4.2 - Form of Registrant's Amended and Restated
Certificate of Incorporation.
4.3 - Form of Registrant's Amended and Restated By-Laws.
