FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
CORNERSTONE PROPERTIES INC.
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(Exact name of registrant as specified in its charter)
Nevada 74-2170858
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(State of incorporation (I.R.S. Employer Identification No.)
or organization)
Tower 56, 126 East 56th Street
New York, New York 10022
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(Address and zip code
of principal executive offices)
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
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Common Stock, New York Stock Exchange
with no par value
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 securities to be registered pursuant to Section 12(b)
of the Securities Exchange Act of 1934, as amended, are shares of the
Registrant's Common Stock, with no par value, of which 100,000,000 shares are
currently authorized.
The description of the Registrant's capital stock is incorporated
herein by reference to the information set forth under the heading "Description
of Capital Stock" on pages 4 through 10 of the Registrant's form of prospectus,
dated March 21, 1997, filed with the Securities and Exchange Commission pursuant
to Rule 424(b) of the Securities Act of 1933, as amended.
Item 2. Exhibits
The following exhibits will be filed with the New York Stock Exchange:
1. Registrant's Annual Report on Form 10-K for the year ended
December 31, 1996, and the Report on Form 10-K/A, dated March
10, 1997, amending such Annual Report.
2. Report on Form 10-K/A, dated February 27, 1997, amending the
Registrant's Annual Report on Form 10-K for the year ended
December 31, 1995.
3. Registrant's Current Report on Form 8-K, dated January 29,
1997.
4. Registrant's Current Reports on Form 8-K/A, dated January 22,
1997, February 24, 1997, February 24, 1997 and March 10, 1997.
5. Registrant's Reports on Form 10-Q/A, dated February 21, 1997,
February 21, 1997 and February 21, 1997.
6. Restated Certificate of Incorporation of the Registrant.
7. By-laws of the Registrant.
8. Specimen certificate of Common Stock of the Registrant.
9. Proxy Statement for the 1996 Annual Meeting of Shareholders,
dated May 10, 1996.
10. Registrant's 1995 Annual Report to Stockholders.
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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, thereunto duly authorized.
CORNERSTONE PROPERTIES INC.
Date: April 1, 1997 By: /s/ John S. Moody
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Name: John S. Moody
Title: President and Chief Executive Officer
