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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
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OCCUSYSTEMS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 75-2543036
(State of Incorporation or organization) (I.R.S. Employer
Identification Number)
3010 LBJ FREEWAY
SUITE 400
DALLAS, TEXAS 75234
(Address of principal executive offices) (Zip code)
Securities to be registered pursuant to Section 12(b) of the Act: NONE
Securities to be registered pursuant to Section 12(g) of the Act:
Title of each class
to be so registered
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6% CONVERTIBLE SUBORDINATED NOTES DUE 2001
(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
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6% CONVERTIBLE SUBORDINATED NOTES DUE 2001
OccuSystems, Inc. (the "Company") hereby incorporates by reference the
section entitled "Description of Notes" contained in the Company's Registration
Statement under the Securities Act of 1933 on Form S-3 (the "1933 Act
Registration Statement") filed with the Securities and Exchange Commission on
January 31, 1997.
ITEM 2. EXHIBITS.
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4.1 Indenture, dated as of December 24, 1996, between the Company and
United States Trust Company of New York, as Trustee (incorporated by reference
to Exhibit 4.1 to the 1933 Act Registration Statement).
4.2 Registration Rights Agreement, dated as of December 24, 1996, among
the Company and Donaldson, Lufkin & Jenrette Securities Corporation, Alex. Brown
& Sons Incorporated and Piper Jaffray Inc. (incorporated by reference to Exhibit
4.2 to the 1933 Act Registration Statement).
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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.
OCCUSYSTEMS INC.
Date: May 13, 1997 By: /s/ James M. Greenwood
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Name: James M. Greenwood
Title: Senior Vice President,
Chief Financial Officer
and Treasurer
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EXHIBIT INDEX
Exhibit Sequentially
Number Description Numbered Page
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4.1 Indenture, dated as of December 24, 1996, between *
the Company and United States Trust Company of New
York, as Trustee.
4.2 Registration Rights Agreement, dated as of December *
24, 1996, among the Company and Donaldson, Lufkin &
Jenrette Securities Corporation, Alex. Brown & Sons
Incorporated and Piper Jaffray Inc.
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* Incorporated by reference to the 1933 Act Registration Statement.
