Atp Oil & Gas Corp – ‘8-A12G’ on 1/25/01

On:  Thursday, 1/25/01, at 2:41pm ET   ·   Accession #:  899243-1-156   ·   File #:  0-32261

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Registration of a Class of Securities   —   Form 8-A
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-A12G      Form 8-A                                               4     14K 

Document Table of Contents

8-A12G
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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 12(g) OF THE 
SECURITIES EXCHANGE ACT OF 1934 

ATP OIL & GAS CORPORATION 
(Exact Name of Registrant as Specified in its Charter)

 TEXAS                                      76-0362774
(State of Incorporation or Organization)      (IRS Employer Identification No.) 

ATP OIL & GAS CORPORATION 
4600 POST OAK PLACE, SUITE 200  
Houston, Texas  77027 

(Address of Principal Executive Offices and 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. [_]                                 

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:   
333-46034.                                                                      

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

None

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

Title of class to be so registered
----------------------------------
Common Stock, par value $.001 per share 

8-A12G
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INFORMATION REQUIRED IN REGISTRATION STATEMENT

ITEM 1.   DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.              

    A description of the common stock, par value $.001 per share, of ATP Oil &
Gas Corporation (the "Registrant") to be registered hereunder is set forth      
under the caption "Description of Capital Stock" in the prospectus included in  
the Registrant's Registration Statement on Form S-1, as amended (Registration   
No. 333-46034) (the "Form S-1 Registration Statement"), initially filed with the
Securities and Exchange Commission on September 18, 2000, and will be included  
in such prospectus subsequently filed by the Registrant in accordance with Rule 
424(b) under the Securities Act of 1933, which prospectus is incorporated herein
by reference.                                                                   

ITEM 2.   EXHIBITS.                                                             

         The following exhibits to this Registration Statement on Form 8-A are
incorporated by reference from the documents specified, which have been filed   
with the Securities and Exchange Commission.                                    

Exhibit                                                                         
Number                                                                          
-------                                                                         
  1.   Registrant's Registration Statement on Form S-1, as amended (Registration
No. 333-46034), initially filed with the Securities and Exchange  
  Commission on September 18, 2000 -- incorporated herein by reference

 2.   Specimen Common Stock certificate -- incorporated herein by reference to
Exhibit 4.1 to the Form S-1 Registration Statement                

3.   Amended and Restated Articles of Incorporation of the Registrant --    
incorporated herein by reference to Exhibit 3.1 to the Form S-1   
Registration Statement                                            

 4.   Restated Bylaws of the Registrant -- incorporated herein by reference to
Exhibit 3.2 to the Form S-1 Registration Statement                

--------------------------------------------------------------------------------

8-A12G
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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.                      

     ATP OIL & GAS CORPORATION

        By: /s/ Albert L. Reese, Jr.
                              --------------------------------------------
       Name:  Albert L. Reese, Jr.
              Title:  Senior Vice President, and
                   Chief Financial Officer

Date:  January 25, 2001                                                         

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INDEX TO EXHIBITS 

                                                        [Enlarge/Download Table]

Exhibit No.  Description                                            Sequentially Numbered Page
-----------  -----------                                            --------------------------
                                                                                              
  1.         Registrant's Registration Statement on Form S-1, as    Incorporated by reference 
             amended (Registration No. 333-46034), initially filed                            
             with the Securities and Exchange Commission on                                   
             September 18, 2000                                                               

  2.         Specimen Common Stock certificate -- incorporated      Incorporated by reference 
             herein by reference to Exhibit 4.1 to the Form S-1                               
             Registration Statement                                                           

  3.         Amended and Restated Articles of Incorporation of the  Incorporated by reference 
             Registrant -- incorporated herein by reference to                                
             Exhibit 3.1 to the Form S-1 Registration Statement                               

  4.         Restated Bylaws of the Registrant -- incorporated      Incorporated by reference 
             herein by reference to Exhibit 3.2 to the Form S-1                               
             Registration Statement                                                           

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘8-A12G’ Filing		Date		First		Last			Other Filings
Filed on:		1/25/01		3
		9/18/00		2		4			S-1
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