<PAGE>
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 (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Cafeteria Operators, L.P.
-------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 75-2186655
-------------------------------------------------------------------------------
(State of incorporation or organization) (I.R.S. Employer Identification No.)
3001 E. President George Bush Highway, Richardson, Texas 75082
-------------------------------------------------------------------------------
(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
12% Senior Secured Notes due The American Stock Exchange
-------------------------------- ----------------------------------
December 31, 2001
-------------------------------- ----------------------------------
-------------------------------- ----------------------------------
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), checking 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:
____ (if applicable)
Securities to be registered pursuant to Section 12(g) of the Act:
None
-------------------------------------------------------------------------------
(Title of class)
--------------------------------------------------------------------------------
(Title of class)
<PAGE>
INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
Reference is made to the Registration Statement No. 333-4578 under the
Securities Act of 1933 on Form S-1 of Cafeteria Operators, L.P. (the
"Registration Statement"). The discussion and information set forth under the
following captions of such Regulation Statement are incorporated herein by
reference in response to this Item: "Description of Notes".
ITEM 2. EXHIBITS.
List below all exhibits filed as a part of the registration statement:
<TABLE>
<CAPTION>
Exhibit No. Description
<S> <C>
4.1 Amended and Restated Indenture, dated as of November
15, 1995, between Cafeteria Operators, L.P. and Fleet
National Bank of Massachusetts (f/k/a Shawmut Bank,
N.A.), incorporated by reference from the
Registration Statement on Form S-1 of Cafeteria
Operators, L.P. (File No. 333-4578).
4.2 First Supplemental Indenture, dated as of January 24,
1996, between Cafeteria Operators, L.P. and Fleet
National Bank of Massachusetts (f/k/a Shawmut Bank,
N.A.), incorporated by reference from the
Registrant's Form 10-K for the year ended January 2,
1996.
4.3 General Security Agreement, dated as of March 27,
1992, between Cafeteria Operators, L.P. and Fleet
National Bank of Massachusetts (f/k/a Shawmut Bank,
N.A.), incorporated by reference from the
Registration Statement on Form S-1 of Cafeteria
Operators, L.P. (File No. 333-4578).
4.4 Security Agreement, dated as of March 27, 1992,
between Cafeteria Operators, L.P. and Fleet National
Bank of Massachusetts (f/k/a Shawmut Bank, N.A.),
incorporated by reference from the Registration
Statement on Form S-1 of Cafeteria Operators, L.P.
(File No. 333-4578).
4.5 Form of Assignment and Security Agreements relating
to deposits at Amarillo National Bank and Carlsbad
National Bank, dated as of March 27, 1992, between
Cafeteria Operators, L.P. and Fleet National Bank of
Massachusetts (f/k/a Shawmut Bank, N.A.),
incorporated by reference from the Registration
Statement on Form S-1 of Cafeteria Operators, L.P.
(File No. 333-4578).
</TABLE>
-2-
<PAGE>
<TABLE>
<CAPTION>
Exhibit No. Description
<S> <C>
4.6 General Security Agreement, dated as of March 27,
1992, between Furr's/Bishop's Specialty Group, L.P.
and Fleet National Bank of Massachusetts (f/k/a
Shawmut Bank, N.A.), incorporated by reference from
the Registration Statement on Form S-1 of Cafeteria
Operators, L.P. (File No. 333-4578).
4.7 Assignment for Security (Trademarks), dated as of
March 27, 1992, by Cafeteria Operators, L.P., filed
with the Patent and Trademark Office, incorporated by
reference from the Registration Statement on Form S-1
of Cafeteria Operators, L.P. (File No. 333-4578).
4.8 Assignment for Security (Trademarks), dated as of
December 28, 1995, by Cafeteria Operators, L.P.,
filed with the Patent and Trademark Office,
incorporated by reference from the Registration
Statement on Form S-1 of Cafeteria Operators, L.P.
(File No. 333-4578).
4.9 Assignment for Security (Trademarks), dated as of
December 28, 1995, by Furr's/Bishop's Specialty
Group, L.P., filed with the Patent and Trademark
Office, incorporated by reference from the
Registration Statement on Form S-1 of Cafeteria
Operators, L.P. (File No. 333-4578).
4.10 Amended and Restated Security Agreement and
Mortgage-Trademarks and Patents, dated as of December
31, 1995, among Cafeteria Operators, L.P.,
Furr's/Bishop's Specialty Group, L.P. and Fleet
National Bank of Massachusetts (f/k/a Shawmut Bank,
N.A.), incorporated by reference from the
Registration Statement on Form S-1 of Cafeteria
Operators, L.P. (File No. 333-4578).
4.14 Omnibus Agreement, dated as of November 15, 1995,
among Cafeteria Operators, L.P., Furr's/Bishop's
Specialty Group, L.P. and Fleet National Bank of
Massachusetts (f/k/a Shawmut Bank, N.A.) (included as
Exhibit E to the Exchange Agreement filed as Exhibit
10.1) and incorporated by reference from the
Registrant's Registration Statement on Form S-4 (File
No. 33-92236)).
4.15 First Amendment to Deed of Trust, dated as of
November 15, 1995, between Cafeteria Operators, L.P.
and Fleet National Bank of Massachusetts (f/k/a
Shawmut Bank, N.A.) for premises located at Pima
County, Arizona, incorporated by reference from the
Registration Statement on Form S-1 of Cafeteria
Operators, L.P. (File No. 333-4578).
</TABLE>
-3-
<PAGE>
<TABLE>
<CAPTION>
Exhibit No. Description
<S> <C>
4.16 First Amendment to Deed of Trust, dated as of
November 15, 1995, between Cafeteria Operators, L.P.
and Fleet National Bank of Massachusetts (f/k/a
Shawmut Bank, N.A.) for premises located at Jefferson
County, Colorado, incorporated by reference from the
Registration Statement on Form S-1 of Cafeteria
Operators, L.P. (File No. 333-4578).
4.17 First Amendment to Deed of Trust, dated as of
November 15, 1995, between Cafeteria Operators, L.P.
and Fleet National Bank of Massachusetts (f/k/a
Shawmut Bank, N.A.) for premises locate at Clark
County, Nevada, incorporated by reference from the
Registration Statement on Form S-1 of Cafeteria
Operators, L.P. (File No. 333-4578).
4.18 First Amendment to Deed of Trust, Security Agreement,
Financing Statement, Fixture Filing and Assignment of
Rents and Leases, dated as of November 15, 1995,
between Cafeteria Operators, L.P. and Fleet National
Bank of Massachusetts (f/k/a Shawmut Bank, N.A.) for
premises located at San Bernardino County,
California, incorporated by reference from the
Registration Statement on Form S-1 of Cafeteria
Operators, L.P. (File No. 333-4578).
4.19 First Amendment to Mortgage, Security Agreement and
Assignment of Leases and Rents, dated as of November
15, 1995, between Cafeteria Operators, L.P. and Fleet
National Bank of Massachusetts (f/k/a Shawmut Bank,
N.A.) for premises located at Johnson County, Kansas,
incorporated by reference from the Registration
Statement on Form S-1 of Cafeteria Operators, L.P.
(File No. 333-4578).
4.20 First Amendment to Deed of Trust, Security Agreement
and Assignment of Leases and Rents, dated as of
November 15, 1995, between Cafeteria Operators, L.P.
and Fleet National Bank of Massachusetts (f/k/a
Shawmut Bank, N.A.) for premises located at St. Louis
County, Missouri, incorporated by reference from the
Registration Statement on Form S-1 of Cafeteria
Operators, L.P. (File No. 333-4578).
4.21 First Amendment to New Mexico Deed of Trust, dated as
of November 15, 1995, between Cafeteria Operators,
L.P. and Fleet National Bank of Massachusetts (f/k/a
Shawmut Bank, N.A.). for premises located at
Bernalillo County, New Mexico, incorporated by
reference from the Registration Statement on Form S-1
of Cafeteria Operators, L.P. (File No. 333-4578).
</TABLE>
-4-
<PAGE>
<TABLE>
<CAPTION>
Exhibit No. Description
<S> <C>
4.22 First Amendment to Mortgage with Power of Sale, dated
as of November 15, 1995, between Cafeteria Operators,
L.P. and Fleet National Bank of Massachusetts (f/k/a
Shawmut Bank, N.A.) for premises located at Tulsa
County, Oklahoma, incorporated by reference from the
Registration Statement on Form S-1 of Cafeteria
Operators, L.P. (File No. 333-4578).
4.23 First Amendment to Deed of Trust, Security Agreement
and Assignment of Leases, dated as of November 15,
1995, between Cafeteria Operators, L.P and Fleet
National Bank of Massachusetts (f/k/a Shawmut Bank,
N.A.) for premises located at Taylor County, Texas,
incorporated by reference from the Registration
Statement on Form S-1 of Cafeteria Operators, L.P.
(File No. 333-4578).
4.24 First Amendment to Deed of Trust, Security Agreement
and Assignment of Leases, dated as of November 15,
1995, between Cafeteria Operators, L.P. and Fleet
National Bank of Massachusetts (f/k/a Shawmut Bank,
N.A.) for premises located at Cameron County, Texas,
incorporated by reference from the Registration
Statement on Form S-1 of Cafeteria Operators, L.P.
(File No. 333-4578).
4.25 First Amendment to Deed of Trust, Security Agreement
and Assignment of Leases, dated as of November 15,
1995, between Cafeteria Operators, L.P. and Fleet
National Bank of Massachusetts (f/k/a Shawmut Bank,
N.A.) for premises located at Dallas County, Texas,
incorporated by reference from the Registration
Statement on Form S-1 of Cafeteria Operators, L.P.
(File No. 333-4578).
4.26 First Amendment to Deed of Trust, Security Agreement
and Assignment of Leases, dated as of November 15,
1995, between Cafeteria Operators, L.P. and Fleet
National Bank of Massachusetts (f/k/a Shawmut Bank,
N.A.) for premises located at Lubbock County, Texas,
incorporated by reference from the Registration
Statement on Form S-1 of Cafeteria Operators, L.P.
(File No. 333-4578).
4.27 First Amendment to Deed of Trust, Security Agreement
and Assignment of Leases, dated as of November
15,1995, between Cafeteria Operators, L.P. and Fleet
National Bank of Massachusetts (f/k/a Shawmut Bank,
N.A.) for premises located at Grayson County, Texas,
incorporated by reference from the Registration
Statement on Form S-1 of Cafeteria Operators, L.P.
(File No. 333-4578).
4.28 First Amendment to Deed of Trust, Security Agreement
and Assignment of Leases, dated as of November 15,
1995, between Cafeteria Operators,
-5-
<PAGE>
L.P. and Fleet National Bank of Massachusetts (f/k/a
Shawmut Bank, N.A.) for premises located at Hopkins
County, Texas, incorporated by reference from the
Registration Statement on Form S-1 of Cafeteria
Operators, L.P. (File No. 333-4578).
</TABLE>
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.
CAFETERIA OPERATORS, L.P.
By: Furr's Restaurant Group, Inc.,
its general partner
By: /s/ Paul G. Hargett
----------------------------------
Name: Paul G. Hargett
Title: Executive Vice President and
Chief Financial Officer
-6-