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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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
SECURITY CAPITAL GROUP INCORPORATED
(Exact name of registrant as specified in its charter)
<S> <C>
Maryland 36-3692698
(State of Organization) (I.R.S. Employer Identification No.)
125 Lincoln Avenue
Santa Fe, New Mexico 87501
(Address of principal executive offices) (Zip Code)
If this Form relates to the registration of a class of debt If this Form relates to the registration of a class of debt
securities and is effective upon filing pursuant to General securities and is to become effective simultaneously with the
Instruction A(c)(1) please check the following box. [_] effectiveness of a concurrent registration statement under the
Securities Act of 1933 pursuant to General Instruction A(c)(2)
please check the following box. [_]
Securities to be registered pursuant to Section 12(b) of the Act:
Titles of each class Name of Exchange on which
to be so registered each class is to be registered
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Preferred Share Purchase Rights New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
None
(Title of Class)
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Item 1. Description of Registrant's Securities to be Registered.
A complete description of the Preferred Share Purchase Rights (the
"Purchase Rights"), which Purchase Rights are to be registered hereunder, is
contained in the Prospectus forming a part of the Form S-11 Registration
Statement, as amended (File No. 333-26037), of Security Capital Group
Incorporated ("Security Capital"), filed with the Securities and Exchange
Commission under the Securities Act of 1933, as amended (the "Securities Act").
Such description of the Purchase Rights is hereby incorporated by reference and
any description included in a form of prospectus subsequently filed by Security
Capital pursuant to Rule 424(b) under the Securities Act shall be deemed to be
incorporated herein by reference.
Item 2. Exhibits.
The following exhibits are filed with the New York Stock Exchange:
Exhibit
Number Document Description
1.1 Security Capital Registration Statement on Form S-11, as amended
(File No. 333-26037).
4.1 Security Capital Articles of Amendment and Restatement.
4.2 Security Capital Amended and Restated Bylaws.
4.3 Form of Rights Agreement between Security Capital and The First
National Bank of Boston, as rights agent, including form of rights
certificate.
6.1 1996 Annual Report to 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, thereunto duly authorized.
SECURITY CAPITAL GROUP INCORPORATED
By: /s/ JEFFREY A. KLOPF
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Jeffrey A. Klopf
Secretary
Date: September 11, 1997