CANYON RESOURCES CORP
8-A12B, 1996-07-01
GOLD AND SILVER ORES
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<PAGE>   1
- --------------------------------------------------------------------------------

                                    FORM 8-A

                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

               FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

                    PURSUANT TO SECTION 12(b) OR (g) OF THE
                        SECURITIES EXCHANGE ACT OF 1934


                          CANYON RESOURCES CORPORATION
             (Exact name of registrant as specified in its charter)


<TABLE>
<S>                                                         <C>          
            Delaware                                                      84-0800747                          
- -----------------------------------------------------       --------------------------------------------
(State of incorporation or organization)                    (I.R.S. Employer Identification No.)

    14142 Denver West Parkway, #250,           Golden, CO                   80401                               
- --------------------------------------------------------------------------------------------------------
    (Address of  principal executive offices)                             (Zip Code)
</TABLE>

Securities to be registered pursuant to Section 12(b) of the Act:

<TABLE>
<CAPTION>
         Title of each class                               Name of each exchange on which
         to be so registered                               each class is to be registered
  <S>                                                      <C>
  Common Stock, $.01 par value                                American Stock Exchange           
- -------------------------------------------                -----------------------------------------
  Warrants to Purchase Common Stock                           American Stock Exchange           
- -------------------------------------------                -----------------------------------------
</TABLE>


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 to be registered pursuant to Section 12(g) of the Act:

                                  None

<PAGE>   2
                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

ITEM 1.  DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.

         With respect to the Registrant's Common Stock, the response to this
item is incorporated by reference from the Company's Registration Statement on
Form S-18 (File No. 2-992-49-D) filed under the Securities Act of 1933 and
declared effective on November 8, 1985.

         With respect to the Warrants to Purchase Common Stock, the response to
this item is incorporated by reference from the Company's Registration
Statement on Form S-3 (File No. 333-00175) filed under the Securities Act of
1933 and declared effective on May 14, 1996.

ITEM 2. EXHIBITS

         List below all exhibits filed as a part of the registration statement:

         None are required to be filed herewith, but the following exhibits are
filed with the copy of the registration statement filed with the American Stock
Exchange:

         1.      Report on Form 10-K for the fiscal year ending December 31,
                 1995.

         2.      Report on Form 10-Q for the period ending March 31, 1996.

         3.      Proxy Statement dated May 3, 1996.

         4.      Copies of the Certificate of Incorporation and Bylaws, as
                 amended, of Canyon Resources Corporation.

         5.      Specimen Stock Certificate and Specimen Warrant Certificate of
                 Canyon Resources Corporation.

         6.      1995 Annual Report to Shareholders.

                                   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.


                                        CANYON RESOURCES CORPORATION


                                           /s/ Richard H. De Voto
Date:  July 1, 1996
                                           Richard H. De Voto, President
                                           and Chief Executive Officer


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