SI HANDLING SYSTEMS INC
8-A12B, 2000-03-08
CONSTRUCTION, MINING & MATERIALS HANDLING MACHINERY & EQUIP
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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 12(g) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


                            SI Handling Systems, Inc.
                            -------------------------
             (Exact Name of Registrant as Specified in Its Charter)




             Pennsylvania                                        22-1643428
- ----------------------------------------                     -------------------
(State of Incorporation or Organization)                      (I.R.S. Employer
                                                             Identification No.)


           600 Kuebler Road
              Easton, PA                                         18040-9295
- ----------------------------------------                      ------------------
(Address of Principal Executive Offices)                         (Zip Code)





If this form relates to the  registration  of a class of If this form relates to
the  registration  of a class of  securities  pursuant  to Section  12(b) of the
securities  pursuant  to  Section  12(g) of the  Exchange  Act and is  effective
pursuant  to  Exchange  Act  and  is  effective   pursuant  to  General  General
Instruction A.(c), please check the Instruction A.(d) please check the following
box. following box. [ X ] [ ]


Securities Act registration statement file number to which this form relates:
                                                                        NA
                                                                 ---------------
                                                                 (If applicable)

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
     -------------------                        ------------------------------
        Common Stock                              The American Stock Exchange

Securities to be registered pursuant to Section 12(g) of the Act:

         None.
         ----

<PAGE>


Item 1.   Description of Registrant's Securities to be Registered
- ------    -------------------------------------------------------
                  The  Common  Stock,  $1.00 par value per share of SI  Handling
Systems, Inc. (the "Registrant" or the "Company") is described under the Caption
"Description  of  Securities"  in the  Registration  Statement  on  Form 10 (the
"Registration  Statement")  filed  by the  Registrant  with the  Securities  and
Exchange Commission under the Securities  Exchange Act of 1934, as amended.  The
section entitled  "Description of Securities" in the  Registration  Statement is
incorporated herein by reference.


Item 2.   Exhibits
- ------    --------

                  Not applicable.



<PAGE>




                                    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.


                                       SI HANDLING SYSTEMS, INC.



Date: March 8, 2000                    By: /S/ William Johnson
      -------------                        -------------------------------------
                                           William Johnson
                                           President and Chief Executive Officer





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