UNITED STATES
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
THE ACTAVA GROUP INC.
(Exact name of registrant as specified in its charter)
Delaware 58-0971455
(State of incorporation or organization) (I.R.S. Employer
Identification No.)
945 East Paces Ferry Road
Suite 2210
Atlanta, Georgia 30326
(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 EXCHANGE ON WHICH EACH CLASS IS TO
TO BE SO REGISTERED BE REGISTERED
Common Stock, $1.00 par value American Stock Exchange
per share The Pacific Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
None
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Item 1: DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
The registrant's common stock, $1.00 par value per share (the
"Common Stock"), is described under the heading "DESCRIPTION OF
ACTAVA CAPITAL STOCK" in the registrant's Joint Proxy
Statement/Prospectus forming part of the registrant's
Registration Statement on Form S-4 (No. 33-63003) filed under
the Securities Act of 1933 on September 28, 1995. Such
description is incorporated herein by reference.
Item 2: EXHIBITS{1}
The Common Stock of the registrant, currently registered on the
New York Stock Exchange (the "NYSE") and the Pacific Stock
Exchange (the "PSE"), is to be registered on the American Stock
Exchange (the "AMEX") and will remain registered on the PSE.
It will be delisted from the NYSE as of the close of business
on November 1, 1995. As required by Part II of the
Instructions as to Exhibits of Form 8-A, the following exhibits
have been filed with the copy of this registration statement
filed with the AMEX:
II.1 Registrant's Annual Report on Form 10-K for the fiscal year
ended December 31, 1994, Form 10-K/A Amendment No. 1 filed on
April 28, 1995 and Form 10-K/A Amendment No. 2 filed July 13,
1995 amending registrant's Form 10-K for the fiscal year ended
December 31, 1994;
II.2 Registrant's Quarterly Report on Form 10-Q for the quarter
ended March 31, 1995; registrant's Quarterly Report on Form 10-
Q for the quarter ended June 30, 1995; registrant's Current
Report on Form 8-K dated April 12, 1995 and Form 8-K/A
Amendment No. 1 filed on April 28, 1995 amending Registrant's
Current Report on Form 8-K dated April 12, 1995; registrant's
Current Report on Form 8-K dated September 27, 1995;
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{1/}Pursuant to Part II of the Instructions as to Exhibits of Form 8-A,
the exhibits listed have neither been filed with, nor incorporated by
reference in, the copies of this Form 8-A filed with the Securities
Exchange Commission.
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II.3 Registrant's definitive joint proxy statement/prospectus dated
as of September 28, 1995 included in registrant's registration
statement on Form S-4 filed with the Commission on September
28, 1995;
II.4 Registrant's restated certificate of incorporation and restated
by-laws;
II.5 Form of Stock Certificate of Common Stock, $1.00 par value per
share, of the registrant;
II.6 Registrant's 1994 annual report.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the registrant has duly caused the registration
statement to be signed on its behalf by the undersigned, thereto duly
authorized.
THE ACTAVA GROUP INC.
October 30, 1995
By: /S/ W. TOD CHMAR
------------------------
Name: W. Tod Chmar
Title: Senior Vice President
