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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
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CENTERPOINT PROPERTIES TRUST
(Exact name of registrant as specified in its charter)
MARYLAND 36-3910279*
(State of incorporation (I.R.S. Employer
or organization) Identification Number)
401 NORTH MICHIGAN AVENUE
30TH FLOOR
CHICAGO, ILLINOIS 60611
(Address of principal executive offices, including zip code)
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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 Shares of Beneficial Interest
par value $0.001 per share New York Stock Exchange
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8.22% Convertible Subordinated Debentures
due 2004 New York Stock Exchange
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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:
333-33515 (if applicable)
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Securities to be registered pursuant to Section 12(g) of the Act:
None
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(Title of Class)
None
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(Title of Class)
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* I.R.S. Employer Identification Number of CenterPoint Properties Corporation,
of which the Registrant is the successor entity.
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The information required by this item is incorporated by reference from the
Registration Statement on Form S-4 filed by the Registrant with the Securities
and Exchange Commission (the "Commission") on August 13, 1997 and declared
effective by the Commission on September 3, 1997, as amended, under the captions
"Description of Shares of Beneficial Interest in the Trust" and "Description of
Trust Debentures."
ITEM 2. EXHIBITS.
The Exhibits listed below are filed as part of this report:
*1. Plan of Reorganization by and between CenterPoint Properties
Corporation, of which the Registrant is the successor entity (the
"Company"), and the Registrant
*2. Declaration of Trust of the Registrant
*3. By-laws of the Registrant
*4. Form of certificate representing common shares of beneficial
interest in the Registrant
*5. Form of certificate representing 8.22% Convertible Subordinated
Debentures of the Registrant
**6. Form of Indenture
*7. Form of First Supplemental Indenture
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* Incorporated by reference from the Registrant's Registration
Statement on Form S-4 (File No. 333-33515).
** Incorporated by reference from the Registration Statement on Form S-
11 filed by the Company (File No. 33-69710).
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, thereunto duly authorized.
CENTERPOINT PROPERTIES TRUST
By: /s/ John S. Gates, Jr.
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John S. Gates, Jr., President and
Chief Executive Officer
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INDEX TO EXHIBITS
*1. Plan of Reorganization by and between CenterPoint Properties
Corporation, of which the Registrant is the successor entity (the
"Company"), and the Registrant
*2. Declaration of Trust of the Registrant
*3. By-laws of the Registrant
*4. Form of certificate representing common shares of beneficial
interest in the Registrant
*5. Form of certificate representing 8.22% Convertible Subordinated
Debentures of the Registrant
**6. Form of Indenture
*7. Form of First Supplemental Indenture
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* Incorporated by reference from the Registrant's Registration
Statement on Form S-4 (File No. 333-33515).
** Incorporated by reference from the Registration Statement on Form S-
11 filed by the Company (File No. 33-69710).
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