This catalog of 3356 faint stars was derived from meridian circle observations at the Bergedorf and Heidelberg Observatories. The positions are given for the equinox 1950 on the FK3 system. The stars are mainly between 8.0 and 10.0 visual magnitude. A few are brighter than 8.0 mag. The lower limit in brightness resulted from the visibility of the stars. Introduction: All stars were observed at both the Heidelberg and Bergedorf Observatories. Normally, at each observatory, two observations were obtained with the clamp east and two with the clamp west. The mean errors are comparable for the two observatories with no significant systematic difference in the positions between them. The mean errors of the resulting positions should be approximated 0.011s/cos(dec) in right ascension and ).023" in declination. The proper motions were derived from a comparison with the catalog positions with the positions in the AGK2 and AGK2A with a 19 year baseline and from a comparison of new positions with those in Kuestner 1900 with about a fifty year baseline. The magnitudes were taken from the AGK2. Most spectral types were determined by A. N. Vyssotsky. A few are from the Bergedorfer Spektraldurchmusterung.