POLK AUDIO INC
8-A12B, 1996-05-23
HOUSEHOLD AUDIO & VIDEO EQUIPMENT
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<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 8-A

               FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                   PURSUANT TO SECTION 12(b) OR 12(g) OF THE
                        SECURITIES EXCHANGE ACT OF 1934



                                POLK AUDIO, INC.
             (Exact name of registrant as specified in its charter)

<TABLE>
<S>                                                               <C>
                 MARYLAND                                                     52-0954180
 (State of incorporation or organization)                         (I.R.S. employer identification)


    5601 METRO DRIVE, BALTIMORE, MARYLAND                                       21215
 (Address of principal executive offices)                                     (zip code)
</TABLE>


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

<TABLE>
<S>                                                                   <C>
                  Title of each Class                                     Name of each exchange on which
                  to be so registered                                     each class is to be registered    
                  -------------------                                 --------------------------------------

        COMMON STOCK, PAR VALUE $0.01 PER SHARE                               AMERICAN STOCK EXCHANGE

Securities to be registered pursuant to Section 12(g) of the Act:
</TABLE>

                                      NONE
                                (Title of Class)
<PAGE>   2
ITEM 1.  DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.

         Incorporated by reference to Polk Audio, Inc.'s Registration Statement
on Form S-1 (Number 33-5961) filed with the Securities and Exchange Commission
on May 23, 1986, as amended.

ITEM 2.  EXHIBITS.

         Polk Audio, Inc.'s securities are to be registered on an exchange
which no other securities of Polk Audio, Inc. are registered, consequently, no
exhibits need be filed with, or incorporated by reference in, this registration
statement filed with the Securities and Exchange Commission.

                                   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.

                                        POLK AUDIO, INC.
                                
Date:  May 23, 1996         By:       /s/ Gary B. Davis                  
                                -----------------------------------------
                                Gary B. Davis, Treasurer and
                                               Chief Financial Officer


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