SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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
PINNACLE BRANDS, INC.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 75-2406170
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(State of Incorporation or Organization) (I.R.S. Employer
Identification no.)
924 Avenue J East, Grand Prairie, Texas 75050
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(Address of principal executive offices) (zip code)
If this Form relates to the If this Form relates to the
registration of a class of debt registration of a class of debt
securities and is effective upon filing securities and is to become
pursuant to General effective simultaneously with the
Instruction A(c)(1) please check effectiveness of a concurrent
the following box. / / registration statement under the
Securities Act of 1933 pursuant to
General Instruction A(c)(2) please
check the following box. / /
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
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Common Stock, par value $.01 per share New York Stock Exchange, Inc.
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SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
Inapplicable
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(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The information contained under the caption "Description of Capital Stock" on
pages 48 - 49 of the Registrant's Amendment No. 2 to its Registration
Statement on Form S-1 (the "Registration Statement") filed with the Securities
and Exchange Commission on August 30, 1996 (Registration No. 333-08175) is
incorporated herein by reference.
ITEM 2. EXHIBITS
Exhibit 3.1 Form of Amended and Restated Certificate of Incorporation of the
Registrant (incorporated by reference to Exhibit 3.1 of the
Registration Statement).
Exhibit 3.2 Form of Amended and Restated Bylaws of the Registrant
(incorporated by reference to Exhibit 3.2 of the Registration
Statement).
Exhibit 4.1 Form of Certificate for Common Stock (incorporated by reference
to Exhibit 4.1 of the Registration Statement).
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<PAGE>
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.
PINNACLE BRANDS, INC.
Date: August 22, 1996 By /s/ Jerry M. Meyer
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Jerry M. Meyer
Chairman of the Board and
Chief Executive Officer
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