1 UNITED STATES 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 USX CAPITAL LLC (Exact name of registrant as specified in its charter) Turks and Caicos Islands (State of incorporation or organization) 98-0137882 (IRS Employer Identification Number) 5555 San Felipe Road Houston, Texas 77056 (Address of principal executive officers) 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 of stock is to be registered 8-3/4% Cumulative Monthly Income New York Stock Exchange Preferred Shares, Liquidation Preference $25 per share 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 For a full description of up to 10,000,000 shares of the 8-3/4% Cumulative Monthly Income Preferred Shares, Series A (the "Shares'') being registered hereby, reference is made to the information contained under the captions "Description of Preferred Shares'' in the Prospectus dated February 22, 1994 which is included in the Registrant's Registration Statement on Form S-3 (File No. 33-52287) and in the Prospectus Supplement dated February 24, 1994, filed with the Securities and Exchange Commission pursuant to Rule 424(b) on February 25, 1994, under the Securities Act of 1933 as amended. The information contained in the foregoing Registration Statement and Prospectus is incorporated herein by reference. ITEM 2. EXHIBITS 1. Specimen of global security representing the Shares. 2.1 Memorandum of Association of USX Capital LLC, incorporated herein by reference to Exhibit 3.1 to the Registration Statement on Form S-3 (File No. 33-52287). 2.2 Articles of Association of USX Capital LLC, incorporated herein by reference to Exhibit 3.2 to the Registration Statement on Form S-3 (File No. 33-52287). 2.3 Terms of the shares, incorporated herein by reference to Exhibit 4 to USX Corporation's Current Report on Form 8-K dated February 24, 1994, filed with the Securities and Exchange Commission on February 25, 1994 (File No. 1-5153). 2.4 Payment and Guarantee Agreement incorporated herein by reference to Exhibit 4.1 to the Registrant's Registration Statement on Form S-3 (File No. 33-52287). 2.5 Loan Agreement, incorporated herein by reference to Exhibit 4.2 to the Registration Statement on Form S-3 (File No. 33-52287). 2.6 Agreement as to Expenses and Liabilities, incorporated herein by reference to Exhibit 4.3 to the Registration Statement on Form S-3 (File No. 33-52287). 2.7 Keep Well Agreement, incorporated herein by reference to Exhibit 4.4 to the Registration Statement on Form S-3 (File No. 33-52287). SIGNATURE Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, USX Capital LLC has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereto duly authorized. USX CAPITAL LLC (Registrant) By USX Capital Management Company, as Manager /s/ Jerry Howard By:_______________________ Jerry Howard Treasurer Dated: February 25, 1994