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UNITED 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
______________________________
RUSHMORE FINANCIAL GROUP, INC.
(Name of small business issuer in its charter)
TEXAS 75-2375969
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
13355 Noel Road, Suite 650
Dallas, Texas 75240
(972) 450-6000
(Address and telephone number, including area code,
of registrant's principal executive officer)
______________________________
Securities to be registered pursuant to Section 12(b) of the Act:
None
(Title of each class to be so registered)
______________________________
Not applicable.
(Name of each exchange on which each class is to be registered)
______________________________
If this form relates to the registration of a class of securities pursuant
to Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box. [_]
If this form relates to the registration of a class of securities pursuant
to Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box. [X]
______________________________
Securities Act registration file number to which this form relates: 333-42225
______________________________
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.
Incorporated by reference to "Description of Securities" in the prospectus
forming part of the Registration Statement on Form SB-2, File No. 333-
42225, effective February 17, 1998.
ITEM 2. EXHIBITS.
List below all exhibits filed as a part of the registration statement.
Incorporated by reference to the exhibits attached to the Registration and
incorporated by reference to the exhibits attached thereto.
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.
REGISTRANT:
RUSHMORE FINANCIAL GROUP, INC.
Date: March 25, 1998 By: /s/ D.M. Moore, Jr.
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D.M. Moore, Jr. President
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