FORM 8-A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(B) OR (G) OF THE SECURITIES EXCHANGE ACT OF 1934 ASA (Bermuda) Limited --------------------------------------------------------------- (Exact name of the fund as specified in its charter) Bermuda 98-6000252 ------------------------------------------------------------------ (State of incorporation or (I.R.S. Employer organization) Identification No.) 4th Floor, 11 Summer Street, Buffalo, New York 14209 ------------------------------------------------------------------ (Address of principal executive offices) 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 Shares, New York Stock Exchange $1.00 Par Value Per Share 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: 333-119583 Securities to be registered pursuant to Section 12(g) of the Act: None ------------------------------------------------------------------------ (Title of Class) INFORMATION REQUIRED IN REGISTRATION STATEMENT Item 1: Description of Registrant's Securities to be Registered. The description of the Registrant's securities to be registered is incorporated by reference to the description contained under the caption "Description of Shares" in the Registrant's Registration Statement on Form N-14 (Nos. 333-119583 and 811-21650), as filed electronically with the Securities and Exchange Commission on October 7, 2004 (Accession No. 0000898432-04-000777), as the same may be amended. Item 2: Exhibits. The Registrant's Bye-Laws is incorporated by reference to its Registration Statement on Form N-2 (No. 811-21650), as filed electronically with the Securities and Exchange Commission on October 5, 2004 (Accession No. 0000898432-04-000771), as the same may be amended. - 2 - 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, as of this 16th day of November 2004. ASA (Bermuda) Limited By: /s/ Robert J.A. Irwin --------------------- Name: Robert J.A. Irwin Title: Chairman of the Board, President and Chief Executive Officer and Treasurer