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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
CB COMMERCIAL HOLDINGS, INC.
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(Exact name of registrant as specified
in its charter)
Delaware 52-1616016
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(State of incorporation (I.R.S. Employer
or organization) Identification No.)
533 South Fremont Avenue, Los Angeles, CA 90071-1798
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(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
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Common Stock, New York Stock Exchange
$.01 par value per share
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
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(Title of class)
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Item 1. Description of Registrant's Securities to be Registered.
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In response to this item, incorporated by reference is the description of
the Common Stock, $.01 par value per share (the "Common Stock"), of CB
Commercial Holdings, Inc. (the "Registrant") contained under the caption
"Description of Capital Stock - Common Stock" in the Prospectus (Subject to
Completion) dated _________, 1996 that forms a part of the Registrant's
Registration Statement on Form S-1 (the "Registration Statement") filed
simultaneously herewith.
Item 2. Exhibits.
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The following exhibits are filed as a part of this Registration Statement:
1. Annual Report on Form 10-K of the Registrant for the Fiscal Year ended
December 31, 1995 (File No. 0-18525) incorporated herein by reference.
2. a) Quarterly Report on Form 10-Q of the Registrant for the quarterly
period ended March 31, 1996 (File No. 0-18525) incorporated herein by
reference.
b) Quarterly Report on Form 10-Q of the Registrant for the quarterly
period ended June 30, 1996 (File No. 0-18525) incorporated herein by
reference.
3. Proxy Statement of the Registrant dated April 23, 1996 (File No. 0-
18525) relating to the Registrant's 1996 Annual Meeting of
Stockholders, incorporated herein by reference.
4. Form of Fourth Restated Certificate of Incorporation of the Registrant
(incorporated herein by reference to Exhibit 3(i).2 of the
Registration Statement), to be filed with the Delaware Secretary of
State upon consummation of the offering covered by the Registrant's
Registration Statement on Form S-1 filed simultaneously herewith; Form
of Third Amended and Restated By-Laws of the Registrant (incorporated
herein by reference to Exhibit 3(ii).2 of the Registration Statement),
to be adopted upon consummation of the offering covered by the
Registrant's Registration Statement on Form S-1 filed simultaneously
herewith.
5. Form of stock certificate for Common Stock of the Registrant
(incorporated herein by reference to Exhibit 4.1 of the Registration
Statement).
6. Annual Report on Form 10-K of the Registrant for the Fiscal Year ended
December 31, 1995 (File No. 0-18525)
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incorporated herein by reference (See Exhibit 1, above).
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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.
Dated: September 26, 1996.
CB COMMERCIAL HOLDINGS, INC.
By /s/ Walter V. Stafford
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Walter V. Stafford
Senior Executive Vice President
and General Counsel
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