COMSAT CAPITAL I L
8-A12B, 1995-07-12
COMMUNICATIONS SERVICES, NEC
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                    SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, DC  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
                                     

COMSAT Capital I, L.P.             COMSAT Corporation
(Exact name of registrant          (Exact name of registrant 
as specified in its charter)       as specified in its charter)

Delaware                           District of Columbia
(State of incorporation            (State of incorporation 
or organization)                   or organization)

52-1928675                         52-0781863
(I.R.S. employer                   (I.R.S. employer
identification no.)                identification no.)

c/o COMSAT Corporation             6560 Rock Spring Drive
6560 Rock Spring Drive             Bethesda, Maryland  20817-1146
Bethesda, Maryland  20817-1146     (Address of principal
(Address of principal               executive offices)
executive offices)


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

  ___% Cumulative Monthly
  Income Preferred Securities  
  of COMSAT Capital I, L.P.           New York Stock Exchange     
      


Securities to be registered pursuant to Section 12(g) of the Act:

                                  None           
                             (Title of class)


                             Page 1 of 3 pages
<PAGE>
              INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 1.  Description of Registrant's Securities to be Registered.

     The description of the ___% Cumulative Monthly Income
Preferred Securities, liquidation preference $25 per security
(the "Preferred Securities"), is incorporated herein by reference
to Amendment No. 1 to Registration Statement on Form S-3
(Commission File No. 33-59841) (the "Registration Statement"),
filed with the Securities and Exchange Commission on July 7,
1995.  The prospectus to be filed by Registrant pursuant to Rule
424(b) of the Securities Act of 1933 subsequent to the date of
this registration statement on Form 8-A and prior to the
termination of the offering of the Preferred Securities shall be
deemed to be incorporated herein and to be a part hereof from the
date such prospectus is filed.

Item 2.  Exhibits

     1.   Certificate of Limited Partnership of COMSAT Capital I,
          L.P. (incorporated herein by reference to Exhibit 4(e)
          of the Registration Statement).

     2.   (a)  Form of Amended and Restated Agreement of Limited
               Partnership of COMSAT Capital I, L.P.
               (incorporated herein by reference to Exhibit 4(d)
               of the Registration Statement), which includes as
               Annex A thereto the form of ___ % Cumulative
               Monthly Income Preferred Securities, liquidation
               preference $25 per security.

          (b)  Form of Indenture, dated as of ______________,
               1995, between COMSAT Corporation and The First
               National Bank of Chicago, Trustee, (incorporated
               herein by reference from Exhibit No. 4(c) of the
               Registration Statement).

          (c)  Form of Guarantee Agreement, dated as of
               ______________, 1995, executed and delivered by
               COMSAT Corporation for the benefit of the holders
               from time to time of the Preferred Securities
               (incorporated herein by reference from Exhibit No.
               4(h) of the Registration Statement).

          (d)  Form of ___% Junior Subordinated Deferrable
               Interest Debenture, due 2025, of COMSAT
               Corporation (incorporated herein by reference from
               Exhibit No. 4(f) of the Registration Statement).

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<PAGE>
                                SIGNATURES

     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.

                                   COMSAT CORPORATION


                                   By:   /s/ Robert N. Davis, Jr.
                                     Name:   Robert N. Davis, Jr.
                                     Title:  Assistant General
                                             Counsel


                                   COMSAT Capital I, L.P. 

                                   By:  COMSAT CORPORATION, as 
                                     General Partner


                                   By:   /s/ Robert N. Davis, Jr. 
                                     Name:   Robert N. Davis, Jr.


Dated:  July 7, 1995 


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