1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20546 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(B) OR (G) OF THE SECURITIES EXCHANGE ACT OF 1934 WYNDHAM HOTEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 75-263-6072 (State of incorporation or organization) (I.R.S. Employer Identification No.) 2001 Bryan Street, Suite 2300, Dallas, Texas 75201 (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: [ ] 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: Common Stock, par value $.01 per share New York Stock Exchange Securities to be registered pursuant to Section 12(g) of the Act: N/A 2 ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED. The information set forth under the heading "Description of Capital Stock" in the prospectus that is part of the Registration Statement on Form S-1 filed by the Registrant on March 11, 1996, as amended (Registration No. 333- 2214), is hereby incorporated by reference. ITEM 2. EXHIBITS (1) Registration Statement No. 333-2214, as amended, of the Registrant (4)(a) Amended and Restated Certificate of Incorporation of the Registrant (4)(b) Amended and Restated By-Laws of the Registrant (5) Specimen certificate for shares of common stock, par value $.01 per share, of the Registrant. 3 SIGNATURE Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration to be signed on its behalf by the undersigned, thereto duly authorized. Wyndham Hotel Corporation By: /s/ JAMES D. CARREKER CSM --------------------------- James D. Carreker Chief Executive Officer Date: 5/14/96 ----------- 4 INDEX TO EXHIBITS Exhibit No. Description - ------- ----------- (1) Registration Statement No. 333-2214, as amended, of the Registrant (4)(a) Amended and Restated Certificate of Incorporation of the Registrant (4)(b) Amended and Restated By-Laws of the Registrant (5) Specimen temporary certificate for shares of common stock, par value $.01 per share, of the Registrant