SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
REMINGTON OIL AND GAS CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 75-2369148
(State or other jurisdiction (I.R.S. Employer
of incorporation of organization) Identification Number)
8201 Preston Road
Suite 600
Dallas, Texas 75225-6211
(Address, including zip code, of principal executive offices)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class to be so registered Name of each exchange on
which each class is to
be registered
Common Stock, par value $0.01 per share Pacific Exchange, Inc.
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $0.01 per share
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Item 1. Description of Registrant's Securities to be Registered.
This registration statement relates to the registration with the
Securities and Exchange Commission of shares of Common Stock, par value
$0.01 per share (the "Common Stock"), of Remington Oil and Gas
Corporation, a Delaware corporation (the "Registrant"). The Common
Stock is the subject of a registration statement filed on Form S-4
which was originally filed with the Commission on August 14, 1998 and
declared effective by the Commission on November 27, 1998 (the
"Registration Statement"). The Common Stock is being issued in exchange
for the current common stock of the Registrant which consists of two
classes (the "Transaction"). The Transaction is subject to shareholder
approval at a meeting currently scheduled for December 23, 1998 (the
"Special Meeting"). At the Special Meeting, the stockholders will also
be asked to approve the Restated Certificate of Incorporation of the
Registrant as well as certain By-Law amendments. If the Transaction is
not approved by the stockholders, neither the exchange of shares of
Common Stock for the Registrant's existing common stock nor the
certificate restatement or by-law amendments will take place. The
description of the Common Stock to be registered hereunder set forth
under the caption "Description of Remington Capital Stock" at page 45
of Amendment No. 3 of the Registration Statement on Form S-4, declared
effective by the Commission on November 27, 1998, is incorporated
herein by reference.
Item 2. Exhibits
1. Specimen of Certificate representing Registrant's Common Stock. (1)
2. Restated Certificate of Incorporation, as amended, of Registrant.(1)
3. Restated By-Laws of Registrant. (1)
(1) To be filed by Amendment.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities and
Exchange Act of 1934, the Registrant has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereto duly
authorized.
Remington Oil and Gas Corporation
(Registrant)
Dated: December 15, 1998 By: /s/ James A. Watt
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James A. Watt
President and Chief Executive Officer
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