NUEVO ENERGY CO
8-A12B, 1996-12-09
CRUDE PETROLEUM & NATURAL GAS
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<PAGE>
 
                                   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


NUEVO ENERGY COMPANY                                  NUEVO FINANCING I
(Exact name of registrant as                    (Exact name of registrant as
  specified in its charter)                        specified in its charter)


          DELAWARE                                        DELAWARE
(State of incorporation or                      (State of incorporation or 
   organization)                                   organization)

           75-0304436                                TO BE APPLIED FOR
(I.R.S. Employer Identification No.)        (I.R.S. Employer Identification No.)

   1331 LAMAR, SUITE 1650                         1331 LAMAR, SUITE 1650
   HOUSTON, TEXAS 77010                           HOUSTON, TEXAS 77010
  (Address of principal executive           (Address of principal executive
    offices, including zip code)              offices, including 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


  Term Convertible Securities, Series A             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)
<PAGE>
 
ITEM 1.    DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
 
        The class of securities hereby registered is the $____  Term
Convertible Securities, Series A ("TECONS"), representing preferred undivided
beneficial interests in the assets of Nuevo Financing I, a statutory business
trust created under the laws of the State of Delaware.

        Information with respect to the TECONS is set forth under the captions
"The Nuevo Trust," "Description of Debt Securities," "Description of Trust
Preferred Securities" and "Description of Trust Preferred Securities Guarantee"
in the Prospectus (the "Prospectus") included in Part I of Amendment No. 1 to
Nuevo Energy Company's Registration Statement (File No. 333-16231) on Form S-3
("Registration Statement"), filed with the Securities and Exchange Commission
("Commission") on November 22, 1996, and "Prospectus Supplement Summary - TECONS
Offering," "Nuevo Financing I," "Description of the TECONS," "Description of the
Guarantee," "Description of the Convertible Debentures" and "Effect of
Obligations under the Convertible Debentures and the Guarantee" in the
Prospectus Supplement ("Prospectus Supplement") filed with the Commission
pursuant to Rule 424(b) under the Securities Act of 1933 and included as part of
the Registration Statement.  The information contained in the foregoing
Registration Statement, Prospectus and Prospectus Supplement are incorporated by
reference into this Registration Statement on Form 8-A.

ITEM 2.    EXHIBITS

1. Form of Amended and Restated Declaration of Trust of Nuevo Financing I
   (incorporated by reference to Exhibit 4.5 of Registrant's Registration
   Statement on Form S-3, File No. 333-16321).

2. Forms of Securities (incorporated by reference to Exhibit 4.4 of
   Registrant's Registration Statement on Form S-3, File No. 333-16321).

3. Form of Term Convertible Securities Guarantee Agreement (incorporated by
   reference to Exhibit 4.7 of Registrant's Registration Statement on Form S-3,
   File No. 333-16321).

4. Form of Indenture for the ____% Subordinated Convertible Debentures due
   December 2026 of  Nuevo Energy Company (incorporated by reference to Exhibit
   4.2 of Registrant's Registration Statement on Form S-3, File No. 333-16321).

5. Form of Supplemental Indenture to be used in connection with the issuance of
   Convertible Subordinated Debentures and TECONS (incorporated by reference to
   Exhibit 4.6 of Registrant's Registration Statement on Form S-3, File No. 333-
   16321).
<PAGE>
 
                                 SIGNATURES

        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.



Date: November 25, 1996         NUEVO ENERGY COMPANY, a Delaware corporation
 

 

                                By:    /s/Michael D. Watford
                                   ---------------------------------------
                                   Name:  Michael D. Watford
                                   Title: President, Chief Executive Officer
                                            and Chief Operating Officer of
                                            Nuevo Energy Company



Date: November 25, 1996         NUEVO FINANCING I, a Delaware business trust
 
                                By:  NUEVO ENERGY COMPANY, as Depositor



                                By:    /s/Michael D. Watford
                                   --------------------------------------
                                   Name:  Michael D. Watford
                                   Title: President, Chief Executive Officer
                                            and Chief Operating Officer of
                                            Nuevo Energy Company


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