<PAGE> 1
FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(B) OR (G) OF THE
SECURITIES EXCHANGE ACT OF 1934
KITTY HAWK, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 75-2564006
(State of incorporation or organization) (IRS Employer Identification No.)
1515 WEST 20TH STREET
SECOND FLOOR
DALLAS/FORT WORTH INTERNATIONAL AIRPORT, TEXAS 75240
(Address of principal executive offices, including Zip Code)
If this Form relates to the registration of a class of debt securities and
is effective upon filing pursuant to General Instruction A.(c)(1), please check
the following box. [ ]
If this Form relates to the registration of a class of debt securities and
is to become effective simultaneously with the 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:
Title of each class Name of each exchange on which
to be so registered: each class is to be registered:
NONE NONE
Securities to be registered pursuant to Section 12(g) of the Act:
COMMON STOCK, $.01 PAR VALUE
(Title of Class)
<PAGE> 2
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
Reference is made to the information set forth under the caption entitled
"Description of Capital Stock" in the Prospectus to be filed by Kitty Hawk,
Inc. (the "Company") with the Securities and Exchange Commission pursuant to
Rule 424(b) of Regulation C promulgated under the Securities Act of 1933, as
amended, relating to the Company's Registration Statement on Form S-1 (Reg. No.
333-8703), as amended, which is incorporated herein by reference.
ITEM 2. EXHIBITS.
I. Pursuant to Rule 12b-32 promulgated pursuant to the Securities
Exchange Act of 1934, as amended, the following exhibits required
in accordance with Part I to the Instructions as to Exhibits on
Form 8-A are incorporated by reference, to the Company's
previously filed Registration Statement on Form S-1 (Reg. No.
33-85698) dated as of December 1994 (the "Registration
Statement"):
A. Specimen Common Stock Certificate (filed as Exhibit 4.1
to the Registration Statement).
B. Certificate of Incorporation of the Company (filed as
Exhibit 3.1 to the Registration Statement).
C. Bylaws of the Company (filed as Exhibit 3.2 to the
Registration Statement).
D. Amendment No. 1 to the Certificate of Incorporation of
the Company (filed as Exhibit 3.3 to the Registration
Statement).
E. Amendment No. 1 to the Bylaws of the Company (filed as
Exhibit 3.4 to the Registration Statement).
II. Not Applicable.
- 2 -
<PAGE> 3
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, as amended, the Registrant has duly caused this registration statement
to be signed on its behalf by the undersigned, thereto duly authorized.
KITTY HAWK, INC.
Date: October 1, 1996 By: /s/ RICHARD R. WADSWORTH
------------------------------------
Richard R. Wadsworth, Senior Vice
President - Finance
- 3 -