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CONFORMED COPY
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Crown Castle International Corp.
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(Exact name of registrant as specified in its charter)
Delaware 76-0470458
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(State of incorporation (I.R.S. Employer
or organization) Identification No.)
510 Bering Drive, Suite 500, Houston, TX 77057
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(Address of principal executive offices) (Zip Code)
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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________________________________ ______________________________
________________________________ ______________________________
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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. |_|
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. |X|
Securities Act registration statement file number to which this Form
relates: 333-57283 (if applicable)
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock
(Title of Class)
Rights to Purchase Series A Participating Cumulative Preferred Stock
(Title of Class)
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
A description of the shares of the Common Stock, $.01 par value, and
the Series A Participating Cumulative Preferred Stock, $.01 par value, of
Crown Castle International Corp., a Delaware corporation (the "Company"),
are set forth under the heading "Description of Capital Stock" in the
prospectus to be filed by the Company pursuant to Rule 424(b) under the
Securities Act of 1933, which prospectus constitutes a part of the
Company's Registration Statement on Form S-1 (Registration No. 333-57283).
Such prospectus, in the form in which it is so filed, shall be deemed to be
incorporated herein by reference.
Item 2. Exhibits.
1. Form of Restated Certificate of Incoporation of the Company
(incorporated herein by reference to Exhibit 3.1 filed with
the Registration Statement, as amended).
2. Form of Amended and Restated Bylaws of the Company
(incorporated herein by reference to Exhibit 3.2 filed with
the Registration Statement, as amended).
3. Form of Rights Agreement (incorporated herein by reference
to Exhibit 10.46 filed with the Registration Statement, as
amended).
4. Form of Certificate of the Voting Powers, Designations,
Preferences and Relative Participating, Optional and Other
Special Rights and Qualifications, Limitations or
Restrictions of Series A Participating Cumulative Preferred
Stock of Crown Castle International Corp. (attached as
Exhibit A to the Rights Agreement filed as Exhibit 3
hereto).
5. Form of Right Certificate (attached as Exhibit B to the
Rights Agreement filed as Exhibit 3 hereto).
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.
CROWN CASTLE INTERNATIONAL CORP.
by /s/ David L. Ivy
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Name: David L. Ivy
Title: President