CANYON RESOURCES CORP
8-A12G, 1996-04-30
GOLD AND SILVER ORES
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                                    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)

                Colorado                                       84-0800747
- ---------------------------------------------              -------------------
(State or other jurisdiction of incorporation               (I.R.S. Employer
or organization)                                            Identification No.)

14142 Denver West Parkway, Suite 250
Golden, Colorado                                                  80401
- ---------------------------------------                         ---------
(Address of principal executive offices                        (Zip Code)

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

                                      None

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

                        Warrants to Purchase Common Stock
                        ---------------------------------
                                 Title of Class


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ITEM 1.  Description of Registrant's Securities to be Registered.

         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.

ITEM 2.  Exhibits.

         The following exhibits are filed as a part of this registration
statement:

         1.       Specimen Warrant Certificate. (1)

         2.       Warrant Agreement dated March 20, 1996, by and between 
Canyon Resources Corporation and American Securities Transfer, Inc. (1)

- ----------------------

         (1) Exhibits 1 and 2 are incorporated by reference from Exhibits 4.9
and 4.10, respectively, to the Registrant's Annual Report on Form 10-K, as
amended, for the fiscal year ended December 31, 1995.





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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, thereto duly authorized.


                                              CANYON RESOURCES CORPORATION



Date:  April 30, 1996                         By:  /s/ RICHARD H. DE VOTO
                                                  ------------------------------
                                                   Richard H. De Voto, President
                                                   and Chief Executive Officer









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