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
MIDDLE BAY OIL COMPANY, INC.
(Exact name of registrant as specified in its charter)
Alabama 68-1081013
(State of incorporation or organization) (I.R.S. Employer
Identification No.)
1221 Lamar Street, Suite 1020
Houston, Texas 77010
(Address of principal executive offices)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each className of each exchange on which
to be so registeredeach class is to be registered
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Series C Convertible RedeemableNASDAQ Stock Market
Preferred Stock
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. [X]
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. [ ]
Securities Act registration statement file number to which this form
relates: No. 333-60447
Securities to be registered pursuant to Section 12(g) of the Act:
Item 1. Description of Registrant's Securities to be Registered
Incorporated by reference to Registrant's Form S-4 which was
declared effective November 27, 1998. A description of the securities to be
registered may be found therein under the headings "Summary - Description of
Series C Preferred," "Description of Middle Bay Securities," and "Comparative
Rights of Security Holders."
Item 2. Exhibits
The Exhibits which are incorporated by reference to Registrant's Form S-4
declared effective November 27, 1998 are as follows:
Articles of Incorporation(1)
Articles of Amendment to Articles of Incorporation reflecting reverse split(2)
Articles of Amendment to Articles of Incorporation designating preferences and
rights of Series A Preferred Stock(3)
Articles of Amendment to Articles of Incorporation designating preferences and
rights of Series B Preferred Stock(4)
Articles of Amendment to Articles of Incorporation increasing authorized
capital stock(5)
Proposed Articles of Amendment to Articles of Incorporation designating
preferences and rights of Series C Preferred Stock(6)
Bylaws(1)
(1)Incorporated by reference to exhibits to registrant's Registration
Statement on Form S-4 filed October 4, 1993.
(2)Incorporated by reference to exhibit A to registrant's definitive Proxy
Statement filed February 15, 1995.
(3)Incorporated by reference to exhibit 99.2 to registrant's Form 8-K filed
September 19, 1996.
(4)Incorporated by reference to exhibit C to the Agreement and Plan of Merger
among registrant, Shore Acquisition Company, Shore Oil Company and its
shareholders filed as exhibit 2.1 to registrant's Form 8-K filed July 3, 1997.
(5)Incorporated by reference to exhibits to registrant's definitive Proxy
Statement filed May 5, 1997.
(6)Incorporated by reference to exhibits to registrant's Amendment No. 1 to
Form S-4 filed October 19, 1998.
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.
December 28, 1998 MIDDLE BAY OIL COMPANY, INC.
By: /s/ John J. Bassett
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John J. Bassett, President
