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 GAMESTOP CORP. ------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Its Charter) Delaware 75-2951347 ---------------------------------------- --------------------------------- (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 2250 William D. Tate Avenue Grapevine, Texas 76051 ---------------------------------------- ------------------------- (Address of Principal Executive Offices) (Zip Code) If this form relates to the If this form relates to the registration of a class of registration of a class of securities pursuant to Section securities pursuant to Section 12(b) of the Exchange Act and 12(g) of the Exchange Act and is effective pursuant to is effective pursuant to General Instruction A.(c), please General Instruction A.(d), please check the following box. [X] check the following box. [ ] Securities Act registration statement file number to which this form relates: ------------- (If applicable) 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 ------------------- ------------------------------ Class B Common Stock, par value New York Stock Exchange $.001 per share ------------------------------- ------------------------------- Securities to be registered pursuant to Section 12(g) of the Act: None ------------------------------------------------------------------------------- (Title of Class) 2 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT Item 1. Description of Registrant's Securities to be Registered. The description of the Registrant's Class B Common Stock, par value $.001 per share, contained under the heading "Description of Capital Stock - Common Stock" in the Prospectus included in the Registrant's Registration Statement on Form S-1 (File No. 333-68294), as amended, filed with the Securities and Exchange Commission is incorporated herein by reference. Item 2. Exhibits. Exhibit 3.1 Amended and Restated Certificate of Incorporation (filed as Exhibit 3.1 to the Registrant's Amendment No. 3 to Form S-1 filed on January 24, 2002 (Registration No. 333-68294)). 3.2 Bylaws (filed as Exhibit 3.2 to the Registrant's Amendment No. 3 to Form S-1 filed on January 24, 2002 (Registration No. 333-68294)). 4 Form of specimen Stock Certificate for Registrant's Class B Common Stock. 3 SIGNATURES 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. GAMESTOP CORP. Date: October 25, 2004 By:/s/ David W. Carlson ---------------------------- David W. Carlson Executive Vice President and Chief Financial Officer