SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-A


                FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                     PURSUANT TO SECTION 12(b) OR (g) OF THE
                         SECURITIES EXCHANGE ACT OF 1934



                           United Auto Group, Inc.
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           (Exact name of registrant as specified in its charter)


                  Delaware                       22-3086739
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  (State of incorporation or organization)  (IRS Employer I.D. No.)



375 Park Avenue, New York, New York                         10152
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(Address of principal executive offices)                 (Zip Code)

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
         -------------------              ------------------------------

         Voting Common Stock,             New York Stock Exchange, Inc.
         par value $0.0001 per share

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 (the "Securities Act")
pursuant to General Instruction A.(c)(2), please check the following box. [ ]

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

                                      None





ITEM 1.  DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.

      Incorporated by reference to the information set forth under the caption
"Description of Capital Stock" in Amendment No. 2 to the Registrant's
Registration Statement on Form S-1 (Registration No. 333-09429) filed pursuant
to the Securities Act and in the related prospectus to be filed pursuant to Rule
424(b) under the Securities Act.

ITEM 2.  EXHIBITS.

      Not applicable.







                                    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.


Date: October 9, 1996

                             UNITED AUTO GROUP, INC.



                             By: /s/ Carl Spielvogel
                                 -------------------
                                 Carl Spielvogel
                                 Chairman of the Board and
                                   Chief Executive Officer