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
CLEARVIEW CINEMA GROUP, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 22-3338356
(State of incorporation or organization) (I.R.S. employer
identification no.)
7 WAVERLY PLACE
MADISON, NEW JERSEY 07940
(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 securities and is to become
filing pursuant to General effective simultaneously with
Instruction A(c)(1) please check the effectiveness of a
the following box. o concurrent registration
statement under the Securities
Act of 1933 pursuant to General
Instruction A(c)(2) please check
the following box. o
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
TITLE OF EACH CLASS NAME OF EACH EXCHANGE ON
TO BE SO REGISTERED WHICH EACH CLASS IS TO BE REGISTERED
Common Stock, $.01 par value American Stock Exchange
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SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
None
(TITLE OF CLASS)
Page 1 of 4 pages.
Exhibit index appears on page 4.
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
This Registration Statement relates to the Common Stock, $.01 par
value (the "Common Stock"), to be issued by Clearview Cinema Group, Inc., a
Delaware corporation (the "Company"). The information required in response to
this Item with respect to the Common Stock is set forth under the caption
"Description of Capital Stock" on pages 36 to 39 of the form of prospectus that
is a part of the Company's Registration Statement on Form SB-2, File No.
333-27819 (the "SB-2 Registration Statement"), filed with the Securities and
Exchange Commission on May 27, 1997, which information is hereby incorporated
herein by reference in its entirety.
ITEM 2. EXHIBITS.
The following exhibits will be filed by means of an amendment hereto.
EXHIBIT DESCRIPTION
A Specimen Certificate for the Common Stock, $.01 par value, of
Clearview Cinema Group, Inc.
B Amended and Restated Certificate of Incorporation of Clearview
Cinema Group, Inc.
C Amended and Restated By-laws of Clearview Cinema Group, Inc.
2
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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.
CLEARVIEW CINEMA GROUP, INC.
By: /s/ A. Dale Mayo
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A. Dale Mayo
Chairman of the Board, President
and Chief Executive Officer
Date: July 16, 1997
3
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EXHIBIT INDEX
METHOD OF
EXHIBIT DESCRIPTION FILING
A Specimen Certificate for the Common To be filed by amendment
Stock, $.01 par value, of Clearview
Cinema Group, Inc.
B Amended and Restated Certificate of To be filed by amendment
Incorporation of Clearview Cinema
Group, Inc.
C Amended and Restated By-laws of To be filed by amendment
Clearview Cinema Group, Inc.