Form: 8-A12B

Form for the registration / listing of a class of securities on a national securities exchange pursuant to Section 12(b)

March 26, 1998

8-A12B: Form for the registration / listing of a class of securities on a national securities exchange pursuant to Section 12(b)

Published on March 26, 1998







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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-A


FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(B) OR (G) OF THE
SECURITIES EXCHANGE ACT OF 1934
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AMERICA FIRST MORTGAGE
INVESTMENTS, INC.
(Exact Name of Registrant as Specified in its Charter)



MARYLAND 13-3974868
(State of Incorporation) (I.R.S. Employer Identification Number)

399 PARK AVENUE, 19TH FLOOR
NEW YORK, NEW YORK
(Address of Principal Executive 10022
Offices) (Zip Code)




If this form relates to the registration of a If this form relates to the registration of a class
class of securities pursuant to Section 12(b) of securities pursuant to Section 12(g) of the
of the Exchange Act and is effective pursuant Exchange Act and is effective pursuant to General
to General Instruction A.(c), check the Instruction A.(d), check the following box.
following box.



Securities Act registration statement File number to which this form relates:


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 STOCK, NEW YORK STOCK EXCHANGE
PAR VALUE $.01 PER SHARE



SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:

NONE


Page 1 of 3 sequentially numbered pages.




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


The description of the Registrant's securities being registered hereby
is contained in the Registrant's Registration Statement on Form S-4 (File
No. 333-46179), as amended by Amendment No. 1 dated February 13, 1998, and
is incorporated herein by this reference.

ITEM 2. EXHIBITS.

None.


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.


AMERICA FIRST MORTGAGE INVESTMENTS, INC.


By: /S/ STEWART ZIMMERMAN
____________________________________________
Name: Stewart Zimmerman
Title: President and Chief Executive Officer

Date: March 26, 1998