SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
FORM 8-A/A No. 1
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
FRONTLINE LTD.
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(Exact name of Issuer as specified in its chapter)
Bermuda N/A
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(State of incorporation (IRS Employer
or organization) Identification No.)
Mercury House
101 Front Street
Hamilton, HM 12, Bermuda
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(Address of principal (Zip Code)
executive offices)
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.
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) of the Act:
Title of each class Name of each exchange on
to be so registered which each class is to be registered
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Ordinary Shares ($2.50 New York Stock Exchange
par value)
Ordinary Share New York Stock Exchange
Purchase Rights
Securities to be registered pursuant to Section 12(g) of the Act:
None
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(Title of Class)
2
Item 1. Description of Registrant's Securities to be Registered
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The following sections of the Company's Registration
Statement on Form F-1 (Registration No. 33-70158),
including amendments thereto, filed with the Securities
and Exchange Commission on October 13, 1993, are hereby
incorporated by reference:
1. Prospectus Summary (p. 3);
2. Description of Share Capital (p. 48);
3. Foreign Issuer Considerations (p. 66);
The following section of the Company's Registration
Statement on Form 8-A filed with the Securities and
Exchange Commission on December 9, 1996, is hereby
incorporated by reference:
4. Item 1. Description of Registrant's Securities to
be Registered;
The following section of the Company's Registration
Statement on Form F-4 (Registration No. 333-08608),
including amendments thereto, filed with the Securities
and Exchange Commission on April 7, 1998, are hereby
incorporated by reference:
5. Rights Plan (p. 71) and Exhibit 4.2;
The following section of the Company's Annual Report on
Form 20-F, including amendments thereto, filed with the
Securities and Exchange Commission on June 13, 2001, is
hereby incorporated by reference:
6. Taxation (p. 46).
Item 2. Exhibits Description
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1 Memorandum of Association of the
Company which is hereby incorporated
by reference to Exhibit 3.1 of the
Company's Registration Statement on
Form F-1 (Registration No. 33-
70158), including exhibits thereto,
filed with the Securities and
Exchange Commission on October 12,
1993.
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2 Amended and Restated Bye-Laws of the
Company which is hereby incorporated
by reference to Exhibit 3.2 in the
Registration Statement on Form F-4
(Registration No. 333-08608),
including exhibits thereto, filed
with the Securities and Exchange
Commission on April 7, 1998.
3 Rights Agreement between the Company
and the Bank of New York which is
hereby incorporated by reference to
Exhibit 4.2 in the Registration
Statement on Form F-4 (Registration
No. 333-08608), including exhibits
thereto, filed with the Securities
and Exchange Commission on April 7,
1998.
4 Ordinary Share Certificate
(specimen) of the Company.
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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.
Dated: July 30, 2001 FRONTLINE LTD.
By: /s/ Kate Blankenship
_____________________
Kate Blankenship
Secretary
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02089009.AF8