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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A/A
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For Registration of Certain Classes of Securities
Pursuant to Section 12(b) or (g) of the
Securities Exchange Act of 1934
CenterPoint Properties Trust
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(Exact name of registrant as specified in its charter)
Maryland 36-3910279
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(State of incorporation or organization) (I.R.S. Employer Identification No.)
1808 Swift Road, Oak Brook, Illinois 60523-1501
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(Address of principal executive offices) (Zip Code)
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. / /
Securities Act registration statement file number to which this form relates:
333-49359 (if applicable).
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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
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7.50% Series B Convertible New York Stock Exchange
Cumulative Redeemable Preferred
Shares, par value $.001
Securities to be registered pursuant to Section 12(g) of the Act:
None
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(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED:
7.50% SERIES B CONVERTIBLE CUMULATIVE REDEEMABLE PREFERRED SHARES
The securities of CenterPoint Properties Trust (the "Registrant") to be
registered on the New York Stock Exchange, Inc. are 7.50% Series B Convertible
Cumulative Redeemable Preferred Shares, $.001 par value, $50.00 liquidation
preference ("Series B Preferred Shares").
Incorporated by reference in this Registration Form are:
- description of the general terms and provisions of preferred shares
of the Registrant under the heading "Description of Shares of
Beneficial Interest" set forth in the Prospectus dated April 13, 1998
(File No. 333-49359); and
- description of the Series B Preferred Shares under the heading
"Description of the Series B Preferred Shares" set forth in the
Prospectus Supplement dated June 17, 1999 and filed by the Registrant
on June __, 1999 pursuant to Rule 424(b) under the Securities Act.
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ITEM 2. EXHIBITS
The following exhibits are included as part of this Registration Statement:
EXHIBIT DESCRIPTION
*1. Declaration of Trust (dated August 12, 1997) as amended by
Articles Supplementary for the 8.48% Series A Cumulative
Redeemable Preferred Shares of Beneficial Interest (dated
November 4, 1997)
*2. By-laws as amended
**3. Articles Supplementary for the Junior Participating
Preferred Shares, Series A (dated July 30, 1998)
***4. Articles Supplementary for the Series B Preferred Shares
(dated June 18, 1999)
***5. Share certificate (specimen) for Series B Preferred Shares
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* Incorporated by reference to the Registrant's Quarterly Report on Form
10-Q for the fiscal quarter ended June 30, 1998.
** Incorporated by reference to the Registrant's Form 8-K (filed on
August 3, 1998).
*** Incorporated by reference to Registrant's Form 8-A (filed on
June 17, 1999).
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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.
CENTERPOINT PROPERTIES TRUST
Date: June 18, 1999
By: _________________________________
Paul S. Fisher
Executive Vice President and
Chief Financial Officer (Principal
Financial and Accounting Officer)
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EXHIBIT INDEX
EXHIBIT DESCRIPTION
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*1. Declaration of Trust (dated August 12, 1997) as amended
by Articles Supplementary for the 8,48% Series A
Cumulative Redeemable Preferred Shares of Beneficial
Interest (dated November 4, 1997)
*2. By-laws as amended
**3. Articles Supplementary for the Junior Participating
Preferred Shares, Series A (dated July 30, 1998)
***4. Articles Supplementary for the Series B Preferred Shares
(dated June 18, 1999)
***5. Share certificate (specimen) for Series B Preferred Shares
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* Incorporated by reference from the Registrant's Quarterly Report on Form
10-Q for the fiscal quarter ended June 30, 1998.
** Incorporated by reference from the Registrant's Form 8-K (filed on
August 3, 1998).
*** Incorporated by reference to Registrant's Form 8-A (filed on
June 17, 1999).
