SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
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FORM 8-A/A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
THE PROVIDENCE JOURNAL COMPANY
(Exact name of registrant as specified in its charter)
Delaware 05-0481966
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(State of incorporation (IRS Employer or
organization) Identification No.)
75 Fountain Street, Providence, Rhode Island 02902
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(Address of principal executive offices) (Zip Code)
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
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Class A Common Stock New York Stock Exchange
$1.00 par value per share
Class A Common Stock Rights New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
None
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(Title of Class)
The Registrant hereby amends and restates in its entirety Items 1 and 2
of its Registration Statement for Registration of Certain Classes of Securities
pursuant to Section 12(b) of the Securities Exchange Act of 1934 on Form 8-A
filed with the Securities Exchange Act on June 10, 1996 (File No. 001-11813).
Item 1. Description of Registrant's Securities to be Registered
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Information concerning the Registrant's Class A Common Stock, $1.00 par
value per share, is contained in the Registrant's Form S-1 Registration
Statement, filed with the Securities and Exchange Commission on April 22, 1996
pursuant to the Securities Act of 1933, as amended, (the "S-1 Registration
Statement"), and such information is incorporated herein by reference.
Information concerning the Registrant's Class A Common Stock Rights is contained
in the Registrant's Registration Statement on Form 8-A, filed with the
Securities and Exchange Commission on May 8, 1996 pursuant to Section 12(g) of
the Securities Exchange Act of 1934, as amended, and such information is
incorporated herein by reference.
Item 2. Exhibits
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Exhibit No. Exhibit
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1 Specimen certificate representing the Class A Right
(Incorporated by reference to Exhibit 1 of the Registrant's
Registration Statement on Form 8-A filed with the Securities
and Exchange Commission pursuant to Section 12(g) of the
Securities Exchange Act of 1934 on May 8, 1996 (File
No.0-26928)).
2 Certificate of Incorporation of the Registrant. (Incorporated
by reference to Exhibit 3.1 of the Registrant's Registration
Statement on Form S-1 (File No. 333-02703)).
3 Amended and Restated By-Laws of the Registrant. (Incorporated
by reference to Exhibit 3.2 of the Registrant's Registration
Statement on Form S-1 (File No. 333-02703)).
4 Rights Agreement between The Providence Journal Company and
The First National Bank of Boston, as Rights Agent, dated as
of May 8, 1996 (Incorporated by reference to Exhibit 4.1 of
Registrant's Current Report on Form 8-K dated May 8, 1996).
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.
THE PROVIDENCE JOURNAL COMPANY
Registrant
By: /s/John L. Hammond
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John L. Hammond,
Vice President - General Counsel &
Chief Administrative Officer
