FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
RJR NABISCO, INC.
(Exact Name of Registrant as specified in its charter)
Delaware 56-0950247
(State of incorporation (I.R.S. Employer
or organization) Identification No.)
1301 Avenue of the Americas, New York, New York 10019-6013
(Address of principal executive officers) (Zip Code)
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 [X]
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 in which
to be registered each class is to be registered
8% Notes Due 2001 New York Stock Exchange
8 3/4% Notes Due 2007 New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
NONE
Item 1. Description of Registrant's Securities to be Registered.
The titles of each class of debt securities to be registered
hereunder are "8% Notes Due 2001" and "8 3/4% Notes Due 2007," respectively
(together, the "Notes"). A description of the Notes is set forth under the
caption "Description of Debt Securities" in the Registrant's Registration
Statement on Form S-3 (Registration No. 33-60803), filed with the
Securities and Exchange Commission on June 30, 1995, as amended by
Amendment Number 1 to Form S-3, filed with the Securities and Exchange
Commission on July 14, 1995, and as supplemented by the
information set forth under the caption "Description of Offered
Securities," in the Registrant's final Prospectus Supplement, dated July
19, 1995, and to be filed pursuant to rule 424(b) under the securities Act
of 1933, as amended, each of which is, or in the case of the
final prospectus supplement, is deemed to be, incorporated herein by
reference.
<PAGE>
Item 2. Exhibits
1. Amended and Restated Indenture, dated as of July 24, 1995,
between Registrant and Citibank, N.A., as Trustee, relating to
the 8% Notes Due 2001 and the 8 3/4% Notes Due 2007, is
incorporated herein by reference from Exhibit 4.1 to the
Registrant's Registration Statement on Form S-3 filed with the
Securities and Exchange Commission on June 30, 1995.
2. Form of Note is incorporated herein by reference from Exhibit 4.2 to
the Registrant's Registration Statement on Form S-3 filed with the
Securities and Exchange Commission on June 30, 1995.
<PAGE>
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, on this
21st day of July, 1995.
RJR NABISCO, INC.
By: /s/ Jo-Ann Ford
---------------
Its: Senior Vice President
Law and Secretary
