<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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
EXCEL REALTY TRUST, INC.
(Exact Name of Registrant as Specified in Its Charter)
MARYLAND 33-0160389
(State of Incorporation) (I.R.S. Employer
Identification No.)
16955 VIA DEL CAMPO, SUITE 100 92127
SAN DIEGO, CALIFORNIA (Zip Code)
(Address of Principal
Executive Offices)
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(b) of the Act:
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
------------------- ------------------------------
Depositary Shares, each representing New York Stock Exchange
one-tenth (1/10) of a share of the
Registrant's 8 5/8% Series B Cumulative
Redeemable Preferred Stock,
par value $0.01 per share
(Liquidation Preference $25.00
per Depositary Share)
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.
- -----------------------------------------------------------------
The information set forth under the caption "Description of Series B
Preferred Stock and Depositary Shares" in the Registrant's Prospectus Supplement
dated January 8, 1998, and under the captions "Description of Preferred Stock"
and "Description of Depositary Shares" in the Registrant's Prospectus dated
January 8, 1998, filed simultaneously with the Commission on January 9, 1998
under Rule 424(b)(5) as a form of prospectus used after the effectiveness of the
Registrant's registration statement on Form S-3 (Registration No. 333-24615)
covering the offer and sale of shares of the class of the securities being
registered hereby, is incorporated herein by reference.
Item 2. Exhibits.
- ------------------
3.01 Amended and Restated Articles of Incorporation. (1)
3.02 Amended and Restated Bylaws. (1)
4.01 Articles Supplementary. (2)
4.02 Deposit Agreement between Excel Realty Trust, Inc. and
BankBoston, N.A., as Depositary, and all holders from time to
time of Depositary Receipts. (2)
4.03 Form of Depositary Receipt. (2)
(1) Previously filed with the Commission and incorporated herein by
reference from the Company's Registration Statement on Form S-3 (File No.
33-59195) filed with the Commission on May 9, 1995, as amended by Amendment No.
1 filed with the Commission on May 25, 1995, Amendment No. 2 filed with the
Commission on June 1, 1995, and Amendment No. 3 filed with the Commission on
June 12, 1995.
(2) Previously filed with the Commission and incorporated herein by
reference from the Company's Current Report on Form 8-K filed with the
Commission on January 14, 1998.
2
<PAGE> 3
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.
Dated: February 6, 1998
EXCEL REALTY TRUST, INC.
By: /s/ RICHARD B. MUIR
---------------------------
Richard B. Muir
Executive Vice President
and Secretary
3