-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, ZeWG7VW6s2hyHhztGZGyHawgomgA9Pl+Vq8iMfDQ5o27o2qpmdgoOcasp4icTtp/ dg4p2x+pUtjAmProFUJZ6A== 0000950123-95-000010.txt : 19950109 0000950123-95-000010.hdr.sgml : 19950109 ACCESSION NUMBER: 0000950123-95-000010 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950105 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN STANDARD COMPANIES INC CENTRAL INDEX KEY: 0000836102 STANDARD INDUSTRIAL CLASSIFICATION: AIR COND & WARM AIR HEATING EQUIP & COMM & INDL REFRIG EQUIP [3585] IRS NUMBER: 133465896 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: 1934 Act SEC FILE NUMBER: 001-11415 FILM NUMBER: 95500438 BUSINESS ADDRESS: STREET 1: ONE CENTENNIAL AVENUE STREET 2: P O BOX 6820 CITY: PISCATAWAY STATE: NJ ZIP: 08855-6820 BUSINESS PHONE: 9089806000 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS STREET 2: ONE CENTENNIAL AVENUE CITY: PISCATAWAY STATE: NJ ZIP: 08855-6820 FORMER COMPANY: FORMER CONFORMED NAME: ASI HOLDING CORP DATE OF NAME CHANGE: 19941114 8-A12B 1 FORM 8-A, AMERICAN STANDARD COMPANIES INC. 1 As filed with the Securities and Exchange Commission on January 5, 1995 ________________________________________________________________________________ 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 ______________________ AMERICAN STANDARD COMPANIES INC. (Exact name of registrant as specified in its charter) Delaware 13-3465896 (State of incorporation (I.R.S. Employer Identification No.) or organization) One Centennial Avenue P.O. Box 6820 Piscataway, NJ 08855-6820 08855-6820 (Address of principal (Zip Code) 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 ------------------- ------------------------------ Common Stock, New York Stock Exchange, Inc. par value $.01 per share Common Stock Rights New York Stock Exchange, Inc. Securities to be registered pursuant to Section 12(g) of the Act: None ---------------- (Title of Class) ________________________________________________________________________________ 2 Item 1. Description of Registrant's Securities to be Registered. ======================================================= The description of registrant's securities to be registered is incorporated herein by reference to the registrant's registration statement on Form S-2, Commission File Number 33-56409, under the captions "Description of Capital Stock - Common Stock" and "-Stockholder Rights Plan". Item 2. Exhibits. The following is a list of all exhibits filed as part of this registration statement, which exhibits (as indicated below) are incorporated by reference to annual, quarterly and current reports filed by the registrant pursuant to Section 15(d) of the Securities Exchange Act of 1934, as amended, or to the registrant's registration statement on Form S-2, Commission File No. 33-56409. Exhibit 1. Registrant's Annual Report on Form 10-K for the year ended December 31, 1993 (filed by the registrant and herein incorporated by reference). Exhibit 2. Quarterly Reports on Form 10-Q for the quarters ended March 31, June 30 and September 30, 1994; amended Quarterly Report on Form 10-Q/A for the quarter ended March 30, 1994 (filed by the registrant and herein incorporated by reference). Exhibit 3. Current Report on Form 8-K filed November 10, 1994 (filed by the registrant and herein incorporated by reference). Exhibit 4. Form of the Registrant's Restated Certificate of Incorporation (incorporated by reference to Exhibit 3(i) to the registrant's registration statement on Form S-2, Commission File No. 33-56409). Exhibit 5. Form of the Registrant's Amended By-Laws (incorporated by reference to Exhibit 3(ii) to the registrant's registration statement on Form S-2, Commission File No. 33-56409). Exhibit 6. Specimen of Common Stock certificate (incorporated by reference to Exhibit 4(i) to the registrant's registration statement on Form S-2, Commission File No. 33-56409). Exhibit 7. Form of Rights Agreement, dated as of January 5, 1995, between the Company and Citibank, N.A., as Rights Agent (incorporated by reference to Exhibit 4 (xxii) to the registrant's registration statement on Form S-2, Commission File No. 33-56409). Exhibit 8. Amended and Restated Stockholders Agreement, dated as of December 2, 1994, among the registrant, Kelso ASI Partners, L.P. and the Management Stockholders named therein (incorporated by reference to Exhibit 4(xxi) to the registrant's registration statement on Form S-2, Commission File No. 33-56409). 2 3 Reference is further made to Exhibits 4(ii) to 4(xv) to the registrant's registration statement on Form S-2, Commission File No. 33-56409, which exhibits consist of debt instruments whose terms (including, without limitation, provisions which restrict the payment of dividends) may affect the holders of the Common Stock. 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. AMERICAN STANDARD COMPANIES INC. By /s/ Richard A. Kalaher __________________________ Richard A. Kalaher Acting General Counsel and Acting Secretary 3 -----END PRIVACY-ENHANCED MESSAGE-----