1


                       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

                                                              
                ITT DESTINATIONS, INC.                                              ITT CORPORATION
                ----------------------                                              ---------------

(Exact Name of registrant as specified in its charter)           (Exact Name of registrant as specified in its charter)


                        Nevada                                                          Delaware
- ------------------------------------------------------           ------------------------------------------------------
       (State of incorporation or organization)                         (State of incorporation or organization)


                      88-0340591                                                       13-5158950
- ------------------------------------------------------           ------------------------------------------------------
         (I.R.S. Employer Identification No.)                             (I.R.S. Employer Identification No.)


              1330 Avenue of the Americas                                     1330 Avenue of the Americas
                      New York, NY                                                    New York, NY
- --------------------------------------------------------       ---------------------------------------------------------
       (Address of principal executive offices)                         (Address of principal executive offices)


                         10019                                                            10019
                     ------------                                                     ------------
                      (Zip Code)                                                       (Zip Code)

If this Form relates to the registration of a class of debt securities and is effective upon filing pursuant to General Instruction A.(c)(1), please check the following box. /X/ If this Form relates to the registration of a class of debt securities and is to become effective simultaneously with the effectiveness of a concurrent registration statement under the Securities Act of 1933 pursuant to General Instruction A.(c)(2), please check the following box. / /
Securities to be registered pursuant to Section 12(b) Securities to be registered pursuant to Section 12(b) of the Act: of the Act: Name of each exchange on which Name of each exchange on Title of each class each class is to Title of each class which each class is to to be so registered be registered to be so registered be registered ------------------- ------------------------------ -------------------------- ------------------------ 6 1/4% Notes Due New York Stock Exchange Guarantees of the 6 1/4% Notes New York Stock Exchange November 15, 2000 Due November 15, 2000 6 3/4% Notes Due New York Stock Exchange Guarantees of the 6 3/4% Notes November 15, 2005 Due November 15, 2005 New York Stock Exchange 7 3/8% Debentures Due New York Stock Exchange Guarantees of the 7 3/8% November 15, 2015 Debentures Due November 15, 7 3/4% Debentures Due New York Stock Exchange 2015 New York Stock Exchange November 15, 2025 Guarantees of the 7 3/4% Debentures due November 15, 2025 New York Stock Exchange
Securities to be registered pursuant to Section 12(g) Securities to be registered pursuant to Section 12(g) of the Act: of the Act: None None
2 2 Item 1. Description of Registrants' Securities to be Registered. The title of each class of debt securities to be registered hereunder is "6 1/4% Notes Due November 15, 2000", "6 3/4% Notes Due November 15, 2005", "7 3/8% Debentures Due November 15, 2015" and "7 3/4% Debentures Due November 15, 2025" (collectively, the "Debt Securities"). In addition, "Guarantees of the 6 1/4% Notes Due November 15, 2000", "Guarantees of the 6 3/4% Notes Due November 15, 2005", "Guarantees of the 7 3/8% Debentures Due November 15, 2015" and "Guarantees of the 7 3/4% Debentures Due November 15, 2025" (collectively, the "Guarantees") are registered hereunder. There is incorporated herein by reference the description of the Debt Securities and Guarantees set forth under the caption "Description of Debt Securities" in the Prospectus, dated November 16, 1995, filed as Exhibit 1.01 herewith. Item 2. Exhibits. 1.01 Prospectus dated November 16, 1995 and Prospectus Supplement dated November 17, 1995, included in the registrants' Registration Statement on Form S-3 (File No. 33-63445), as amended by Amendment No.1 filed with the Securities and Exchange Commission on November 9, 1995, Amendment No. 2 filed with the Securities and Exchange Commission on November 16, 1995 and Amendment No. 3 filed with the Securities and Exchange Commission on November 16, 1995. 4.01 Indenture (incorporated by reference to Exhibit 4(a)(i) to the registrants' Registration Statement on Form S-3 (File No. 33-63445)). 3 3 SIGNATURE Pursuant to the requirement of Section 12 of the Securities Exchange Act of 1934, the registrants have duly caused this Registration Statement to be signed on their behalf by the undersigned, thereto duly authorized. ITT DESTINATIONS, INC. By: /s/ Robert A. Bowman ------------------------- Robert A. Bowman ITT CORPORATION By: /s/ Robert A. Bowman ------------------------- Robert A. Bowman Dated: November 20, 1995