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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
-----------
INGERSOLL-RAND COMPANY
(Exact name of Registrant as specified in its charter)
New Jersey 13-5156640
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
200 Chestnut Ridge Road
Woodcliff Lake, New Jersey 07675
(201) 573-0123
(Address of Principal Executive Office)
If this form relates to the registration of a class of debt securities and
is effective upon filing pursuant to General Instruction A(c)(1) please
check the following box. \ \
If this form relates to the registration of a class of debt securities and
is to become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A(c)(2) please check the following box. \ \
Securities Act registration statement file number to which this form
relates: 333-38367
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
Income PRIDES New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act: None
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<PAGE>
INFORMATION REQUIRED IN REGISTRATION STATEMENT
_____________
Item 1. Description of Registrant's Securities to be Registered.
The class of securities to be registered hereby are the
Income PRIDES of Ingersoll-Rand Company, a New Jersey corporation.
For a description of the Income PRIDES, reference is made to
the Amendment No. 1 to the Registration Statement on Form S-3 of Ingersoll-
Rand Company (Registration No. 333-38367), filed with the Securities and
Exchange Commission on March 10, 1998 (the "Registration Statement"), and the
forms of prospectus and prospectus supplement for the Income PRIDES included
therein, which description is incorporated herein by reference. Definitive
copies of the prospectus and the prospectus supplement describing the Income
PRIDES will be filed pursuant to Rule 424(b) under the Securities Act of
1933, as amended, and shall be incorporated by reference into this
Registration Statement on Form 8-A.
Item 2. Exhibits.
1. Form of Purchase Contract Agreement (incorporated
herein by reference to Exhibit 4.13 of the
Registration Statement).
2. Form of Pledge Agreement (incorporated herein by
reference to Exhibit 4.14 of the Registration Statement).
3. Form of Income PRIDES and Growth PRIDES (incorporated
herein by reference to Exhibit A and Exhibit B of
Exhibit 4.13 of the Registration Statement).
4. Form of Amended and Restated Declaration of Trust for
Ingersoll-Rand Financing I, with respect to the
Capital Securities (incorporated herein by reference
to Exhibit 4.7 to the Registration Statement).
5. Form of Capital Security Certificate for Ingersoll-Rand
Financing I, with respect to the Capital Securities
(incorporated herein by reference to Exhibit A-1 of
Exhibit 4.7 to the Registration Statement).
6. Form of Indenture (incorporated herein by reference
to Exhibit 4.10 of the Registration Statement).
7. Form of First Supplemental Indenture (incorporated
herein by reference to Exhibit 4.12 of the
Registration Statement).
8. Form of Debenture (incorporated herein by reference
to Section 6.1 of Exhibit 4.12 of the Registration
Statement).
9. Form of Guarantee Agreement in respect of Ingersoll-Rand
Financing I, with respect to the Capital Securities
(incorporated herein by reference to Exhibit 4.9 of the
Registration Statement).
<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.
Dated: March 12, 1998 INGERSOLL-RAND COMPANY
By: /s/ RONALD G. HELLER
-------------------------------
Name: Ronald G. Heller
Title: Assistant General
Counsel and Secretary
<PAGE>
============================================================================
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
_______
INGERSOLL-RAND COMPANY
(Exact name of Registrant as specified in its charter)
New Jersey 13-5156640
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
200 Chestnut Ridge Road
Woodcliff Lake, New Jersey 07675
(201) 573-0123
(Address of Principal Executive Office)
If this form relates to the registration of a class of debt securities and
is effective upon filing pursuant to General Instruction A(c)(1) please
check the following box. \ \
If this form relates to the registration of a class of debt securities and
is to become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A(c)(2) please check the following box. \ \
Securities Act registration statement file number to which this form
relates: 333-38367
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
Growth PRIDES New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act: None
=============================================================================
<PAGE>
INFORMATION REQUIRED IN REGISTRATION STATEMENT
____________
Item 1. Description of Registrant's Securities to be Registered.
The class of securities to be registered hereby are the GROWTH
PRIDES of Ingersoll-Rand Company, a New Jersey corporation.
For a description of the GROWTH PRIDES, reference is made to the
Amendment No. 1 to the Registration Statement on Form S-3 of Ingersoll-Rand
Company (Registration No. 333-38367), filed with the Securities and Exchange
Commission on March 10, 1998 (the "Registration Statement"), and the forms of
prospectus and prospectus supplement for the GROWTH PRIDES included therein,
which description is incorporated herein by reference. Definitive copies of
the prospectus and the prospectus supplement describing the GROWTH PRIDES
will be filed pursuant to Rule 424(b) under the Securities Act of 1933, as
amended, and shall be incorporated by reference into this Registration
Statement on Form 8-A.
Item 2. Exhibits.
1. Form of Purchase Contract Agreement (incorporated herein by
reference to Exhibit 4.13 of the Registration Statement).
2. Form of Pledge Agreement (incorporated herein by reference
to Exhibit 4.14 of the Registration Statement).
3. Form of Income PRIDES and Growth PRIDES (incorporated
herein by reference to Exhibit A and Exhibit B of Exhibit
4.13 of the Registration Statement).
4. Form of Amended and Restated Declaration of Trust for
Ingersoll-Rand Financing I, with respect to the Capital
Securities (incorporated herein by reference to Exhibit 4.7
to the Registration Statement).
5. Form of Capital Security Certificate for Ingersoll-Rand
Financing I, with respect to the Capital Securities
(incorporated herein by reference to Exhibit A-1 of
Exhibit 4.7 to the Registration Statement).
6. Form of Indenture (incorporated herein by reference to
Exhibit 4.10 of the Registration Statement).
7. Form of First Supplemental Indenture (incorporated herein
by reference to Exhibit 4.12 of the Registration
Statement).
8. Form of Debenture (incorporated herein by reference to
Section 6.1 of Exhibit 4.12 of the Registration Statement).
9. Form of Guarantee Agreement in respect of Ingersoll-Rand
Financing I, with respect to the Capital Securities
(incorporated herein by reference to Exhibit 4.9 of the
Registration Statement).
<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.
Dated: March 12, 1998 INGERSOLL-RAND COMPANY
By: /s/ RONALD G. HELLER
-----------------------------
Name: Ronald G. Heller
Title: Assistant General
Counsel and Secretary
<PAGE>
=============================================================================
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
______
INGERSOLL-RAND FINANCING I
(Exact name of Registrant as specified in its charter)
Delaware 13-5156640
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number Pending)
200 Chestnut Ridge Road
Woodcliff Lake, New Jersey 07675
(201) 573-0123
(Address of Principal Executive Office)
If this form relates to the registration of a class of debt securities and
is effective upon filing pursuant to General Instruction A(c)(1) please
check the following box. \ \
If this form relates to the registration of a class of debt securities and
is to become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A(c)(2) please check the following box. \ \
Securities Act registration statement file number to which this form
relates: 333-38367
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
Capital Securities New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act: None
=============================================================================
<PAGE>
INFORMATION REQUIRED IN REGISTRATION STATEMENT
______________
Item 1. Description of Registrant's Securities to be Registered.
The class of securities to be registered hereby are the
Capital Securities of Ingersoll-Rand Financing I, a Delaware Trust.
For a description of the Capital Securities, reference is
made to the Amendment No. 1 to the Registration Statement on Form S-3 of
Ingersoll-Rand Company and Ingersoll-Rand Financing I (Registration No.
333-38367), filed with the Securities and Exchange Commission on March 10,
1998 (the "Registration Statement"), and the forms of prospectus and
prospectus supplement for the Capital Securities included therein, which
description is incorporated herein by reference. Definitive copies of the
prospectus and the prospectus supplement describing the Capital Securities
will be filed pursuant to Rule 424(b) under the Securities Act of 1933, as
amended, and shall be incorporated by reference into this Registration
Statement on Form 8-A.
Item 2. Exhibits.
1. Form of Purchase Contract Agreement (incorporated
herein by reference to Exhibit 4.13 of the
Registration Statement).
2. Form of Pledge Agreement (incorporated herein by
reference to Exhibit 4.14 of the Registration Statement).
3. Form of Income PRIDES and Growth PRIDES (incorporated
herein by reference to Exhibit A and Exhibit B of
Exhibit 4.13 of the Registration Statement).
4. Form of Amended and Restated Declaration of Trust for
Ingersoll-Rand Financing I, with respect to the
Capital Securities (incorporated herein by reference
to Exhibit 4.7 to the Registration Statement).
5. Form of Capital Security Certificate for Ingersoll-Rand
Financing I, with respect to the Capital Securities
(incorporated herein by reference to Exhibit A-1 of
Exhibit 4.7 to the Registration Statement).
6. Form of Indenture (incorporated herein by reference
to Exhibit 4.10 of the Registration Statement).
7. Form of First Supplemental Indenture (incorporated
herein by reference to Exhibit 4.12 of the
Registration Statement).
8. Form of Debenture (incorporated herein by reference to
Section 6.1 of Exhibit 4.12 of the Registration Statement).
9. Form of Guarantee Agreement in respect of Ingersoll-Rand
Financing I, with respect to the Capital Securities
(incorporated herein by reference to Exhibit 4.9 of the
Registration Statement).
<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.
Dated: March 12, 1998 INGERSOLL-RAND FINANCING I
By: INGERSOLL-RAND COMPANY,
as Depositor
By: /s/ RONALD G. HELLER
------------------------------
Name: Ronald G. Heller
Title: Assistant General
Counsel and Secretary
