UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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
AT&T Capital Corporation
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(Exact name of registrant as specified in its charter)
Delaware 22-3211453
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(State of Incorporation or Organization) (I.R.S. Employer
Identification No.)
2 Gatehall Drive
Parsippany, New Jersey 07054
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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
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8.5% Senior Public Income NotES New York Stock Exchange
(PINES SM) due 2028
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
Instructions A.(c), check the following box [X]
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
Instructions A.(d), check the following box [ ]
SECURITIES ACT REGISTRATION STATEMENT FILE NUMBER TO WHICH THIS FORM RELATES:
333-48415
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SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
None
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(Title of Class)
ITEM 1. Description of Registrant's Securities to Be Registered
The securities to be registered pursuant to Section 12(b) of
the Securities Exchange Act of 1934, as amended, are the 8.5% Senior Public
Income NotES (PINES'sm') due 2028 (the "Notes"). The Notes are comparable to
the Medium-Term Notes, Series F described in the Prospectus contained in the
Registration Statement on Form S-3/F-9 (No. 333-48415) (the "Registration
Statement") filed by the Registrant with the Securities and Exchange Commission
on April 28, 1998. The description of the Notes as set forth in the Registration
Statement is incorporated herein by reference. Additionally, a description of
the Notes is set forth under the caption "Description of the PINES" in the
Prospectus Supplement dated November 4, 1998 which was filed with the Securities
and Exchange Commission on November 6, 1998 pursuant to Rule 424(b) under the
Securities Act of 1933, as amended, and such description is hereby incorporated
by reference.
ITEM 2. Exhibits
1. Restated Certificate of Incorporation of the Registrant.
2. Bylaws of the Registrant, as amended through October 1, 1996.
3. Form of Medium-Term Global Fixed Rate Note, incorporated herein by
reference from the Registration Statement on Form S-3/F-9 (No.
333-48415).
4. Form of Guarantee relating to the Medium-Term Notes, incorporated
herein by reference from the Registration Statement on Form S-3/F-9
(No. 333-48415).
5. Form of Indenture, dated as of April 1, 1998, between the Registrant,
Newcourt Credit Group Inc. and The Chase Manhattan Bank, as trustee,
relating to the Medium Term Notes, Series F, incorporated herein by
reference from the Registration Statement on Form S-3/F-9 (No.
333-48415).
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities
and Exchange Act of 1934, the Registrant has duly caused this registration
statement to be signed on its behalf by the undersigned, thereto duly
authorized.
November 23, 1998 AT&T CAPITAL CORPORATION
By: /s/ Eric S. Mandelbaum
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Name: Eric S. Mandelbaum
Title: Assistant Vice President-Legal
EXHIBIT INDEX
Exhibit No. Description
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1. Restated Certificate of Incorporation of the Registrant.
2. Bylaws of the Registrant, as amended through October 1, 1996.
3. Form of Medium-Term Global Fixed Rate Note, incorporated
herein by reference from the Registration Statement on Form
S-3/F-9 (No. 333-48415).
4. Form of Guarantee relating to the Medium-Term Notes,
incorporated herein by reference from the Registration
Statement on Form S-3/F-9 (No. 333-48415).
5. Form of Indenture, dated as of April 1, 1998, between
the Registrant, Newcourt Credit Group Inc. and The
Chase Manhattan Bank, as trustee, relating to the
Medium Term Notes, Series F, incorporated herein by
reference from the Registration Statement on Form
S-3/F-9 (No. 333-48415).