SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A/2A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(B) OR (G) OF THE
SECURITIES EXCHANGE ACT OF 1934
INTERPOOL LIMITED
(Exact name of registrant as specified in its charter)
Barbados 13-2622821
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
211 College Road East
Princeton, New Jersey 08540
(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 each exchange on which
to be so registered each class is to be registered
Common Stock, no par value New York Stock Exchange
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
None.
<PAGE>
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE
REGISTERED
The description of the Common Stock, no par value, of Interpool
Limited (the "Company") to be registered hereunder is set forth under the
caption "Description of Capital Stock" in the Prospectus included within
Amendment No. 5 to the Registration Statement of the Company on Form S-1 filed
with the Securities and Exchange Commission, as amended (Registration No.
333-06205) on August 7, 1996 (the "Registration Statement"), which description
is incorporated herein by reference.
ITEM 2. EXHIBITS
No.
A. 1. Specimen or copy of each security to be
registered (incorporated by reference to the
Registration Statement).
2.1 Form of Restated Articles of Incorporation of the
Company (incorporated by reference to the
Registration Statement).
2.2 Form of Amended Bylaws of the Company
(incorporated by reference to the Registration
Statement).
The following exhibits are filed with the New York Stock Exchange, Inc.
B. 1. Registration Statement.
2. None.
3. None.
4.1 Form of Restated Articles of Incorporation of the
Company.
5.2 Form of Amended Bylaws of the Company.
6. Specimen or copy of each security to be
registered.
7. None.
<PAGE>
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has duly caused this amendment to the registration
statement to be signed on its behalf by the undersigned, thereto duly
authorized.
INTERPOOL LIMITED
(Registrant)
By: /s/ Martin Tuchman
Martin Tuchman
Chairman and
Chief Executive Officer
Date: August 7, 1996
