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

                           TOP AIR MANUFACTURING, INC.
             (Exact Name of Registrant as Specified in Its Charter)

       Iowa                                               42-1155462
(State of Incorporation or Organization)       (IRS Employer Identification No.)

317 Savannah Park Road, Cedar Falls, Iowa                    50613
(Address of Principal Executive Offices)                   (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. |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
Instruction A.(d), check the following box. |_|

Securities Act registration statement file number to which this form relates:

Securities to be registered pursuant to Section 12(b) of the Act:

Title of each class                             Name of each exchange on which
to be registered                                each class is to be registered

Common Stock, no par value                         American Stock Exchange


Securities to be registered pursuant to Section 12(g) of the Act:

                                      None
                                (Title of class)





Item 1.  Description of Registrant's Securities to be Registered

Authorized and Outstanding Capital Stock

         The Registrant's Articles of Incorporation (the "Articles") provide for
authorized  capital of 20,000,000  shares of common stock, no par value ("Common
Stock"). At December 1, 1997, 5,086,456 shares of Common Stock were outstanding.
The following  summary  description  of the capital  stock of the  Registrant is
qualified in its entirety by reference to the Articles.

Common Stock

         The holders of the  Registrant's  Common Stock are entitled to cast one
vote for each  share of record on all  matters  to be voted on by  stockholders,
including the election of directors.  The holders of  Registrant's  Common Stock
are entitled to receive dividends when and if declared by the Board of Directors
out of legally  available  funds.  In the event of  liquidation,  dissolution or
winding up the affairs of the  Registrant,  the holders of the Common  Stock are
entitled to share ratably in all remaining  assets available for distribution to
them after the payment of liabilities and after provision has been made for each
class of stock,  if any,  having  preference  over the Common Stock.  Holders of
shares of the Common Stock,  as such,  have no  conversion,  preemptive or other
subscription  rights, and there are no redemption  provisions  applicable to the
Common Stock. All of the outstanding  shares of the Registrant  Common Stock are
fully paid and nonassessable.


Item 2.  Exhibits

None.
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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, thereto duly authorized.


                                            TOP AIR MANUFACTURING, INC.


Date: December 5, 1997                      By: /s/ Steven R. Lind
                                            Steven R. Lind, President




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