SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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
PROTECTION ONE, INC.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware 92-1063818
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(State of Incorporation or Organization) (I.R.S. Employer
Identification No.)
6011 Bristol Parkway
Culver City, CA 90230
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(Address of Principal Executive Offices)
If this form relates to the If this form relates to the
registration of a class of registration of a class of
securities pursuant to Section 12(b) securities pursuant to Section 12(g)
of the Exchange Act and is effective of the Exchange Act and is effective
pursuant to General Instruction pursuant to General Instruction
A.(c), please check the following A.(d), please check the following
box. |X| box. |_|
Securities Act registration statement file number to which this form relates:
Not Applicable
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(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
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Common Stock New York Stock Exchange
Securities to be registered pursuant to Section 12(g) 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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None N/A
<PAGE>
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The class of securities to be registered hereby is the capital stock
("Capital Stock") of Protection One, Inc., a company established under the laws
of the State of Delaware (the "Company").
The description of the Common Stock under the heading "Description of
Capital Stock" in the prospectus contained in the Registration Statement on Form
S-3 (Registration Statement No. 333-50383) filed with the Securities and
Exchange Commission pursuant to the Securities Act of 1933, as amended, on April
17, 1998 is hereby incorporated by reference.
ITEM 2. EXHIBITS
1. Fifth Amended and Restated Certificate of Incorporation of the
Company, incorporated herein by reference to Exhibit 3.1 of the
Company's Annual Report on Form 10-K, filed December 29, 1997.
2. Bylaws of the Company, incorporated herein by reference to Exhibit
3.1 to the Company's Quarterly Report on Form 10-Q, filed May 14,
1996.
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.
PROTECTION ONE, INC.
Date: October 29, 1998 By: /s/ JOHN E MACK, III
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John E. Mack, III
Executive Vice President and Chief
Strategic Officer
