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UNTIED STATES
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
BENTON OIL AND GAS COMPANY
(Exact name of registrant as specified in its charter)
A Delaware Corporation IRS# 77-0196707
(State of incorporation or organization) (I.R.S. Employer Identification No.)
1145 Eugenia Place, Suite 200, Carpinteria, California 93013
(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
EACH CLASS IS TO BE REGISTERED
Common Stock, $.01 Par Value New York Stock Exchange
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. [ ]
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(g) OF THE ACT:
None
(Title of class)
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
The Company has authorized 40,000,000 shares of Common Stock, par value
$.01. The following summary of the material provisions of the Company's
securities does not purport to be complete and is subject to, and qualified in
its entirety by, the provisions of the Company's Certificate of Incorporation
and By-Laws, which have been incorporated by reference as exhibits to this
Registration Statement.
As of March 18, 1997, there were 28,983,085 shares of Common Stock
issued and outstanding to approximately 1,110 stockholders of record.
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The holders of Common Stock are entitled to one vote for each share of
record on all matters submitted to a vote of stockholders. The holders of Common
Stock are entitled to receive dividends as may be declared by the Board of
Directors out of funds legally available for the payment of dividends. In the
event of a liquidation, dissolution or winding up of the Company, the holders of
Common Stock are entitled to share ratably in all assets remaining after payment
of liabilities and liquidation preferences of any outstanding shares of
Preferred Stock. Holders of Common Stock have no preemptive rights. All
outstanding shares of Common Stock are fully-paid and non-assessable.
ITEM 2. EXHIBITS
The following exhibits are provided to the New York Stock Exchange with
this Registration Statement on Form 8-A pursuant to the requirements of Section
12(b) of the Securities Exchange Act of 1934:
1. Annual Report on Form 10-K for the year ended December 31,
1996, filed with the Securities and Exchange Commission.
2. Proxy Statement dated June 6, 1996, filed with the Securities
and Exchange Commission.
3.1 Certificate of Incorporation, as amended, of Benton Oil and
Gas Company.
3.2 Restated By-Laws of Benton Oil and Gas Company.
4. Specimen of Certificate of Common Stock, $.01 Par Value, of
Benton Oil and Gas Company.
5. 1995 Annual Report submitted by Benton Oil and Gas Company to
its stockholders.
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.
BENTON OIL AND GAS COMPANY
DATE: April 9, 1997
BY: /s/ Gregory S. Grabar
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Gregory S. Grabar, Vice President
