Securities and Exchange Commission
Washington, D.C. 20549
________
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) or (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
PhoneTel Technologies, Inc.
(Exact name of registrant as specified in its charter)
Ohio 34-1462198
(State of incorporation (I.R.S. Employee Identification
or organization) No.)
1127 Euclid Avenue, Suite 650, Cleveland, Ohio 44115-1601
(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
Common Stock, par value American Stock Exchange, Inc.
$.01 per share
Securities to be registered pursuant to Section 12(g) of the Act:
None
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered
A description of the Registrant's Common Stock, par value
$.01 per share, to be registered hereby is contained in the
"Description of the Capital Stock" section set forth in the
preliminary prospectus dated October 31, 1996 filed as part of
the Registrant's Registration Statement No. 333-15211 under the
Securities Act of 1933, and such description is incorporated
herein by this reference.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the Registrant has duly caused this regis-
tration statement to be signed on its behalf by the undersigned,
thereto duly authorized.
PHONETEL TECHNOLOGIES, INC.
Dated: November 13, 1996 By /s/ Tammy L. Martin
Chief Administrative Officer,
General Counsel and Secretary
