SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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
QUINTANA MARITIME LIMITED
(Exact Name of Registrant as Specified in its Charter)
Republic of The Marshall Islands 98-0454094
(State of Incorporation or Organization) (IRS Employer Identification No.)
c/o Quintana Maritime Limited
Pandoras 13 & Kyprou Street
166 74 Glyfada
Greece
(Address of Principal Executive Offices and Zip Code)
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), 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), check the following box. |X|
Securities Act registration statement file number to which this form
relates:333-124576.
Securities to be registered pursuant to Section 12(b) of the Act: None
Securities to be registered pursuant to Section 12(g) of the Act:
Common Shares (par value $0.01 per share)
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
A description of the common shares of Quintana Maritime Limited (the
"Registrant") is set forth under the captions "Prospectus Summary," "Dividend
Policy," "Description of Capital Stock," and "United States Tax Considerations"
in the prospectus to be filed by the Registrant pursuant to Rule 424(b) under
the Securities Act of 1933, as amended, which prospectus will constitute a part
of the Registrant's Registration Statement on Form S-1, as amended (Registration
No.333-124576) (the "Form S-1 Registration Statement"), initially filed with the
Securities and Exchange Commission on May 3, 2005. Such prospectus, in the form
in which it is so filed, shall be deemed to be incorporated herein by reference.
Item 2. Exhibits.
The following exhibits to this Registration Statement on Form 8-A are
incorporated by reference from the documents specified which have been filed
with the Securities and Exchange Commission.
Exhibit No. Description
- ----------- -----------
1. Registrant's Form S-1 Registration Statement, as amended
(Registration No.333-124576), initially filed with the
Securities and Exchange Commission on May 3, 2005, and as
subsequently amended (incorporated herein by reference).
3.1 Amended and Restated Articles of Incorporation of the
Registrant.
3.2 Amended and Restated Bylaws of the Registrant (which is hereby
incorporated by reference to Exhibit 3.2 of the Company's
second Amended Registration Statement on Form S-1 (Registration
No. 333-124576), including exhibits thereto, which was
initially filed with the Securities and Exchange Commission on
June 30, 2005 (the "Second Amended Registration Statement").
4.1 Form of Share Certificate (which is hereby incorporated by
reference to Exhibit 4.1 in the Company's Second Amended
Registration Statement)
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.
QUINTANA MARITIME LIMITED
Date: July 1, 2005 By: /s/ Paul J. Cornell
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Name: Paul J. Cornell
Title: Chief Executive Officer