As filed with the Securities and Exchange Commission on June 12, 1996
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-A
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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
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RUTHERFORD--MORAN OIL CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 76-0499690
(State of incorporation or organization) (I.R.S. Employer Identification No.)
5 GREENWAY PLAZA, SUITE 220 77046
HOUSTON, TEXAS (Zip Code)
(Address of principal executive offices)
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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
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NONE
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(g) of the Act:
COMMON STOCK, $.01 PAR VALUE
(Title of class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The securities to be registered are shares of common stock, $.01 par
value (the "Common Stock"), of the Registrant. A description of the
Common Stock is set forth under the caption "Description of Capital
Stock" in the preliminary prospectus, subject to completion, dated
June 3, 1995, which constitutes a part of the Registrant's
Registration Statement on Form S-1, as amended (Reg. No. 333-4122),
under the Securities Act of 1933, which description is incorporated
herein by reference. Such description will be included in a form of
prospectus to be filed by the Registrant pursuant to Rule 424(b) under
the Securities Act of 1933, which prospectus shall be deemed to be
incorporated herein by reference.
ITEM 2. EXHIBITS.
4.1 Form of Restated Certificate of Incorporation of the Registrant
(incorporated by reference to Exhibit 3.1 to the Registrant's
Registration Statement on Form S-1 (Reg. No. 333-4122)).
4.2 Form of Bylaws of the Registrant (incorporated by reference to
Exhibit 3.2 to the Registrant's Registration Statement on Form S-
1 (Reg. No. 333-4122)).
5.1 Form of Common Stock Certificate of the Registrant.
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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, thereunto duly authorized.
RUTHERFORD--MORAN OIL CORPORATION
By: /s/ Michael D. McCoy
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Michael D. McCoy
Executive Vice President,
Chief Operating Officer and Secretary
Dated: June 12, 1996
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