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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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
BELLSOUTH CAPITAL FUNDING
CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
GEORGIA 58-1744323
(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
1155 PEACHTREE STREET, N.E.
ATLANTA, GA 30309-3610
(Address of Principal Executive Offices) (Zip Code)
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If this form relates to the registration of a class of If this form relates to the registration of a class of
securities pursuant to Section 12(b) of the securities pursuant to Section 12(g) of the
Exchange Act and is effective pursuant to General Exchange Act and is effective pursuant to General
Instruction A.(c), please check the following box. [X] Instruction A.(d), please check the following box. [ ]
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Securities Act registration statements file numbers to 33-51449 and 333-45607
which this form relates: -----------------------
(If applicable)
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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7 3/8% Quarterly Interest Bonds due 2039 New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
(Title of Class)
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None
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ITEM 1: DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
For a full description of the 7 3/8 % Quarterly Interest Bonds due 2039
(the "Bonds") being registered hereby, reference is made to the information
contained under the caption "Description of Securities" in the Prospectus dated
April 30, 1999 (the "Prospectus") contained in the Registrant's Registration
Statement on Form S-3 (Registration No. 333-77053) and information contained
under the caption "Description of the Bonds" in a Prospectus Supplement dated
July 30, 1999 relating to the Securities to be filed by the Registrants pursuant
to Rule 424(b) under the Securities Act of 1933, as amended. The information
contained in the foregoing Registration Statement and Prospectus Supplement are
incorporated herein by reference.
ITEM 2: EXHIBITS
The following exhibits have been filed with the Securities and Exchange
Commission:
1. Prospectus dated April 30, 1999, included in the Registrant's
Registration Statement on Form S-3 (Registration Statement No.
333-77053) as filed with the SEC on April 26, 1999 (the "S-3
Registration Statement") and hereby incorporated by reference.
2. Form of Indenture between the Registrant, BellSouth
Corporation and The Bank of New York, incorporated by
reference to Exhibit 4-a of the S-3 Registration Statement.
3. Form of Note filed by BellSouth Corporation (File #1-8607)on
Form 8-K with the Commission on July 30, 1999 and hereby
incorporated by reference.
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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.
BellSouth Capital Funding Corporation
By: /s/ Gary L. Walton
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Name: Gary L. Walton
Title: Vice President and Treasurer
Date: July 30, 1999
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