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 Sonic Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware 56-2010790 (State of incorporation or organization) (I.R.S. Employer Identification No.) 5401 East Independence Boulevard P.O. Box 18747 Charlotte, North Carolina 28218 (Address of principal executive offices) (zip code) 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 A Common Stock, par value $.01 New York Stock Exchange, Inc. 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 ( X ) 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 ( ) Securities Act registration statement file number to which this form relates: 333-33295 Securities to be registered pursuant to Section 12(g) of the Act: None (Title of class) Item 1. Description of Registrant's Securities to be Registered A description of the Registrant's Class A Common Stock is set forth under the caption "Description of Capital Stock" in the Registrant's Preliminary Prospectus dated August 8, 1997 in the form first filed pursuant to Rule 430 of the rules and regulations promulgated by the Securities and Exchange Commission (the "Commission") pursuant to the Securities Act of 1933, as amended, on August 8, 1997 (the "Preliminary Prospectus"), which is incorporated herein by reference. The Preliminary Prospectus forms a part of the Registrant's Registration Statement on Form S-1 (No. 333-33295) filed with the Commission on August 8, 1997. Item 2. Exhibits. Pursuant to Instruction II, the following exhibits will be filed with the New York Stock Exchange, Inc. but not with the Securities and Exchange Commission as part of this registration statement on Form 8-A. 1.1 Registration Statement on Form S-1 (Registration No. 333-33295) of Sonic Automotive, Inc. (the "Registration Statement"), as filed with the Securities and Exchange Commission on August 8, 1997. 1.2 Amendment No. 1 to the Registration Statement, as filed with the Securities and Exchange Commission on August 29, 1997. 1.3 Amendment No. 2 to the Registration Statement, as filed with the Securities and Exchange Commission on October 3, 1997. 2. Not applicable. 3. Not applicable. 4.1 Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Registration Statement). 4.2 Bylaws (incorporated by reference to Exhibit 3.2 to the Registration Statement). 5. Specimen of the Registrant's Class A Common Stock Certificate (incorporated by reference to Exhibit 4.1 to the Registration Statement). 6. Not applicable. 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, thereunto duly authorized. Dated: October 6, 1997 SONIC AUTOMOTIVE, INC. By: /s/ Theodore M. Wright Theodore M. Wright Chief Financial Officer