LEAR SEATING CORP
8-A12B/A, 1994-04-05
PUBLIC BLDG & RELATED FURNITURE
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<PAGE>   1
   
                                   FORM 8-A/A
    

   
                               AMENDMENT NO. 1
    

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549




                            ----------------------

              FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                  PURSUANT TO SECTION 12(b) OR 12(g) OF THE
                       SECURITIES EXCHANGE ACT OF 1934




                           Lear Seating Corporation
- --------------------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)




      Delaware                                                        13-3386776
- --------------------------------------------------------------------------------
(State of incorporation or organization)                        (I.R.S. Employer
                                                             Identification No.)


21557 Telegraph Road, Southfield, Michigan                                 48034
- --------------------------------------------------------------------------------
(Address of principal executive offices)                              (Zip Code)


      SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:


                        Common Stock, $ .01 Par Value
                        -----------------------------
                    (Title of each class to be registered)



                           New York Stock Exchange
                           -----------------------
                            (Name of each exchange
                            on which each class is
                               to be registered)

      SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:


                                     None


   
The undersigned registrant hereby amends the following items of its
Registration Statement on Form 8-A as set forth on the pages attached hereto:

   Item 1.  Description of Registrant's Securities to be Registered.
   Item 2.  Exhibits.

    
<PAGE>   2
ITEM 1.   DESCRIPTION OF REGISTRANT'S SECURITIES TO BE 
          REGISTERED

   
          Item 1 of the undersigned's Registration Statement on Form 8-A,
          dated April 1, 1994, is hereby amended and restated in its entirety
          as set forth below:  
    

   
                The description of the Common Stock, $.01 par value per share
          (the "Common Stock"), of Lear Seating Corporation (the "Corporation")
          contained in the Corporation's Amendment No. 1 to the Registration
          Statement on Form S-1 (No. 33-52565) (the "Registration Statement"),
          filed with the Securities and Exchange Commission on April 1, 1994,
          under the heading "Description of  Captial Stock" on pages 57 through
          60 of the Preliminary Prospectus contained  therein are hereby
          incorporated by reference pursuant to Rule 12b-23.  
    

ITEM 2.   EXHIBITS

   
          Item 2 of the undersigned's Registration Statement Form 8-A,
          dated April 1, 1994, is hereby amended and restated in its entirety
          as set forth below:           
    

          The Securities described herein are to be registered on the New York
          Stock Exchange, on which no other securities of the Registrant are
          registered.  Accordingly, the following exhibits required in 
          accordance with Part II the Instructions as the exhibits of Form 8-A
          have been duly filed with the New York Stock Exchange:               

          1.1  --  Registration Statement

          1.2  --  Amendment No. 1 to the Registration Statement          

   
          1.3  --  Amendment No. 2 to the Registration Statement
    

   
          1.4  --  Annual Report on Form 10-K for Lear Holdings Corporation * 
                   for year ended June 30, 1993
    

   
          1.5  --  Annual Report on Form 10-K for Lear Seating Corporation for
                   year ended June 30, 1993
    

   
          1.6  --  Transition Report on Form 10-K for Lear Seating Corporation
                   for period from July 1, 1993 to December 31, 1993
    

          2.1  --  Form 10-Q for Lear Holdings Corporation for quarter ended 
                   October 2, 1993

          2.2  --  Form 10-Q for Lear Seating Corporation for Quarter ended 
                   October 2, 1993

          2.3  --  Form 10-Q/A for Lear Holdings Corporation for Quarter
                   ended October 2, 1993

          2.4  --  Form 10-Q/A for Lear Seating Corporation for Quarter ended
                   October 2, 1993

          2.5  --  Form 10-Q/A2 for Lear Holdings Corporation for Quarter
                   ended October 2, 1993

          2.6  --  Form 8-K dated February 8, 1994 for Lear Seating Corporation
                   reporting a change in fiscal year end

          4.1  --  Certificate of Incorporation of Registrant

          4.2  --  Proposed Restated Certificate of Incorporation of Registrant

          4.3  --  Amended and Restated By-Laws of Registrant

          5    --  Specimen Stock Certificate

          6    --  Pages 57 through 60 of the Preliminary Prospectus contained
                   in the Registration Statement under the heading "Description
                   of Capital Stock" are incorporated herein.
- -------------------
* Lear Holdings Corporation merged with and into Lear Seating Corporation
effective December 31, 1993.
<PAGE>   3




                                  SIGNATURE
                                  ---------

   
Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, the Registrant has duly caused this amendment to be signed on its behalf
by the undersigned, thereunto duly authorized.
    


                                        LEAR SEATING CORPORATION



                                        BY: /s/ J. H. VANDENBERGHE
                                           -----------------------
                                             James H. Vandenberghe
                                             Executive Vice President
                                             and Chief Financial
                                             Officer


   
Dated: April 5, 1994
    
      


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