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 Alliance Resources PLC - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) England and Wales Note - -------------------------------------------------------------------------------- (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) Kingsbury House, 15-17 King Street, London SW1Y 6QU - -------------------------------------------------------------------------------- (Address of principal executive offices) (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. [ ] If this Form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), please check the following box. [ ] If this Form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), please check the following box. [X] Securities Act registration statement file number to which this form relates.... ........N/A 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 Not applicable Securities to be registered pursuant to Section 12(g) of the Act: Ordinary Shares, of (pound)0.40 each - -------------------------------------------------------------------------------- Title of Class Page 1 of 3 Pages Explanatory Note: This filing is made pursuant to Rule 12g-3 (the "Rule") under the Securities Exchange Act of 1934 (the "Act"), as a result of the merger between the Registrant and LaTex Resources, Inc. ("LaTex") on May 1, 1997, whereby the Registrant (not previously a reporting company) issued its ordinary shares, of (pound)0.40 each, to holders of LaTex (previously a reporting company), as a result of which, under the Rule, the class of shares so issued are deemed to be registered under Section 12(g) of the Act. This Form 8-A is also being filed in lieu of a report on Form 8-K, pursuant to subsection (f) of the Rule. ITEM 1. Description of Securities To Be Registered. ------------------------------------------ The Section entitled "Description of Alliance Shares" in the Prospectus filed pursuant to Rule 424(b) under the Securities Act of 1933, as amended, and relating to the Registrant's Registration Statement on Form F-4 (Reg. No. 333-19013) (the "Registration Statement") is deemed to be incorporated by reference herein. ITEM 2. Exhibits. -------- I. 1. Specimen Ordinary Share Certificate 2.1 Memorandum of Association (incorporated by reference from Exhibit 3.1 to the Registration Statement) 2.2 Articles of Association (incorporated by reference from Exhibit 3.7 to the Registration Statement) II. Not applicable. Page 2 of 3 Pages 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. Dated: July 27, 1998 ALLIANCE RESOURCES PLC By: /s/ John A. Keenan --------------------- John A. Keenan Managing Director Page 3 of 3 Pages