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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Winston Hotels, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
North Carolina 56-1872141
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(State of Incorporation or Organization) (IRS Employer Identification No.)
2209 Century Drive, Suite 300
Raleigh, North Carolina 27612
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(Address of Principal Executive Offices) (Zip Code)
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If this form relates to the If this form relates to the
registration of a class of debt registration of a class of debt
securities and is effective upon filing securities and is to become effective
pursuant to General simultaneously with the
Instruction A(c)(1) please check registration statement under the
the following box. Securities Act of 1933 pursuant to
General Instruction A(c)(2) please
check the following box.
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Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class to Name of Each Exchange on Which
be so Registered Each Class is to be Registered
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Common Stock,
$.01 par value per share New York Stock Exchange
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.
The information required by Item 1 is set forth under the caption
"Description of Capital Stock" in the Registrant's Registration Statement on
Form 8-A (File No. 0-23732), as amended, which description is incorporated
herein by reference.
Item 2. Exhibits.
The securities to be registered pursuant to this Registration Statement
are to be registered on the New York Stock Exchange, Inc., on which no other
securities of the Registrant are registered. Accordingly, the following exhibits
have been filed with each copy of this Registration Statement filed with such
exchange:
1. Annual Report on Form 10-K for the year ended December 31, 1996.
2.1. Quarterly Report on Form 10-Q for the period ended March 31, 1997.
2.2. Current Report on Form 8-K dated July 11, 1997.
3. Proxy Statement for Annual Meeting of Shareholders on May 13,
1997.
4.1. Amended and Restated Articles of Incorporation of the Registrant.
4.2. Bylaws of the Registrant.
5. Specimen Stock Certificate of the Common Stock, $.01 par value, of
the Registrant.
6. 1996 Annual Report to Shareholders for the Year Ended December
31, 1996, as submitted by the Registrant to its shareholders.
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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.
WINSTON HOTELS, INC.
By: /s/ Philip R. Alfano
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Philip R. Alfano
Senior Vice President and
Chief Financial Officer
Dated: August 1, 1997
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INDEX OF EXHIBITS
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Exhibit
Number Description of Exhibits
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1. Annual Report on Form 10-K for the year ended December 31, 1996.
2.1. Quarterly Report on Form 10-Q for the period ended March 31, 1997.
2.2. Current Report on Form 8-K dated July 11, 1997.
3. Proxy Statement for Annual Meeting of Shareholders on May 13, 1997.
4.1. Amended and Restated Articles of Incorporation of the Registrant.
4.2. Bylaws of the Registrant.
5. Specimen Stock Certificate of the Common Stock, $.01 par value, of the
Registrant.
6. 1996 Annual Report to Shareholders for the Year Ended December 31,
1996, as submitted by the Registrant to its shareholders.
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