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
ALLIANCE IMAGING, INC.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 33-0239910
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(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
1065 PacifiCenter Drive
Suite 200
Anaheim, CA 92806
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(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), please 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), please check the following box. / /
Securities Act registration statement file number to which this form relates:
333-64322
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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Common Stock, par value $0.01 per share* The New York Stock Exchange
Securities to be Registered Pursuant to Section 12(g) of the Act:
None
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(Title of Class)
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* Application has been made for listing pursuant to the requirements of The New
Stock Exchange.
INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
Description of the Common Stock to be registered hereunder are
contained in the sections entitled "Description of Capital Stock" in the
Registrant's Registration Statement on Form S-1, as amended (File No. 333-64322)
originally filed on July 2, 2001 under the Securities Act of 1933, as amended,
which is incorporated herein by reference.
ITEM 2. EXHIBITS.
The documents listed below are filed as exhibits to this Registration
Statement:
EXHIBIT NO.
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3.1 Form of Amended and Restated Certificate of Incorporation of the
Registrant (incorporated by reference to Exhibit 3.3 to
Registrant's Registration Statement on the Form S-1 (No.
333-64322))
3.2 Form of Amended and Restated Bylaws of the Registrant
(incorporated by reference to Exhibit 3.4 to Registrant's
Registration Statement on Form S-1 (No. 333-64322))
4.1 Specimen of certificate for shares of Common Stock, $0.01 par
value (incorporated by reference to Exhibit 4.5 to the
Registrant's Registration Statement on Form S-1 (No. 333-64322))
SIGNATURES
Pursuant to the requirements of the Section 12 of the Securities
Exchange Act of 1934 as amended, the registrant has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereto
duly authorized.
Date: July 18, 2001
ALLIANCE IMAGING, INC.
By: /s/ RUSSELL D. PHILLIPS, JR.
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Name: Russell D. Phillips, Jr.
Title: General Counsel and Secretary
EXHIBIT INDEX
EXHIBIT NO.
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3.1 Form of Amended and Restated Certificate of Incorporation of the
Registrant (incorporated by reference to Exhibit 3.3 to the
Registrant's Registration Statement on Form S-1 (No. 333-64322))
3.2 Form of Amended and Restated Bylaws of the Registrant
(incorporated by reference to Exhibit 3.4 to Registrant's
Registration Statement on Form S-1 (No. 333-64322))
4.1 Specimen of certificate for shares of Common Stock, $0.01 par
value (incorporated by reference to Exhibit 4.5 to the
Registrant's Registration Statement on Form S-1 (No. 333-64322))