APPLICATION FOR DELISTING FROM
A NATIONAL SECURITIES EXCHANGE
This application is made pursuant to Rule 12d2-2(d) and (e) under the
Securities Exchange Act of 1934, as amended, by GAINSCO, INC. (the "Company"),
for the purpose of delisting its $.10 par value common stock (the "Common
Stock") from the American Stock Exchange.
The Company has determined that in view of the increase in the number of
shares of Common Stock which the Company has outstanding, the increased
trading volumein the Common Stock and the increase in the Company's market
capitalization, as well as the increase in exposure to the financial
community which would come from listing the Company's Common Stock on the
New York Stock Exchange, it would be in the best interest of the Company
to list its Common Stock on the New York Stock Exchange. The Company also
determined that it would be in its best interest to avoid the direct and
indirect costs and the division of the market which would result from dual
listing on the American Stock Exchange as well as the New York Stock
Exchange and has therefore determined to delist its Common Stock from the
American Stock Exchange.
The Company has prepared and filed with the American Stock Exchange in
accordance with that Exchange's Rule 18, an application to withdraw its
Common Stock from listing with that exchange. It has complied with the
requirements of that rule by (1) filing with the American Stock Exchange a
certified copy of the resolutions adopted by the board of directors of the
Company authorizing withdrawal from listing and registration with the
Exchange, and (2) withholding the filing of this application for delisting
with the United States Securities Exchange Commission pending satisfaction
of the reqirements of the American Stock Exchange's Rule 18.
The Company has duly caused this application for withdrawal to be signed
on its behalf by the undersigned, who has been duly authorized to do so.
GAINSCO, INC.
By: /s/ J. D. Macchia
--------------------------
J. D. Macchia,
Chairman of the Board
Date: 19th day of July, 1996.
