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
GLOBAL BRANDS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 13-3762562
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(State of incorporation or organization) (I.R.S. Employer Identification No.)
1031 Route 9W, Upper Grandview, New York 10960
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(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
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Common Stock Nasdaq Smallcap Market
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. [ ]
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. [X]
Securities Act registration statement file number to which this form relates:
333-85683
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock
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(Title of Class)
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Item 1. Description of Registrant's Securities to be Registered
For a full description of the common stock being registered hereby,
reference is made to the information contained under the caption "Description of
Capital Stock" in the final prospectus to be filed by the Registrant pursuant to
Rule 424(b) under the Securities Act of 1933, which prospectus shall be deemed
to be incorporated by reference in this registration statement. The prospectus
forms a part of the Registration Statement (No. 333-85683) on Form SB-2 filed by
the Registrant with the Securities and Exchange Commission under the Securities
Act of 1933.
Item 2. Exhibits
The following exhibits are filed as part of the Registration Statement:
(1) Amended and Restated Certificate of Incorporation of the Registrant
- incorporated herein by reference to Exhibit 3.1 to the
Registrant's Registration Statement on Form SB-2 (Registration No.
333-85683).
(2) Amended and Restated By-Laws of the Registrant - incorporated
herein by reference to Exhibit 3.2 to the Registrant's Registration
Statement on Form SB-2 (Registration No. 333-85683).
(3) Certificate of Designations for Series A Preferred Stock -
incorporated herein by reference to Exhibit 3.3 to the Registrant's
Registration Statement on Form SB-2 (Registration No. 333-85683).
(4) Certificate of Amendment of Certificate of Incorporation of the
Registrant - incorporated herein by reference to Exhibit 3.4 to the
Registrant's Registration Statement on Form SB-2 (Registration No.
333-85683).
(5) Amendment to Certificate of Designations for Series A Preferred
Stock - incorporated herein by reference to Exhibit 3.5 to the
Registrant's Registration Statement on Form SB-2 (Registration No.
333-85683).
(6) Certificate of Amendment of Certificate of Incorporation of the
Registrant - incorporated herein by reference to Exhibit 3.6 to the
Registrant's Registration Statement on Form SB-2 (Registration No.
333-85683).
(7) Amendment to Certificate of Designations for Series A Preferred
Stock - incorporated herein by reference to Exhibit 3.7 to the
Registrant's Registration Statement on Form SB-2 (Registration No.
333-85683).
(8) Amendment to Certificate of Designations for Series A Preferred
Stock - incorporated herein by reference to Exhibit 3.8 to the
Registrant's Registration Statement on Form SB-2 (Registration No.
333-85683).
(9) Specimen Common Stock Certificate of the Registrant - incorporated
herein by reference to Exhibit 4.1 to the Registrant's Registration
Statement on Form SB-2 (Registration No. 333-85683).
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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.
GLOBAL BRANDS, INC.
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(Registrant)
Date: September 20, 2000 By:/s/ Ralph A. Ferrante
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Ralph A. Ferrante,
Chairman of the Board and
Chief Executive Officer