SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
----------------
FORM 8-A/A
(AMENDMENT NO. 1)
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. / / concurrent 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
TO BE SO REGISTERED WHICH EACH CLASS IS TO BE REGISTERED
Common Stock, $.01 par value American Stock Exchange
-------------------------------- ------------------------------------
--------------------------------- ------------------------------------
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.
<PAGE>
INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 2. EXHIBITS.
The following exhibits are incorporated by reference as part of this
Registration Statement.
EXHIBIT DESCRIPTION
A Specimen Certificate for the Common Stock, $.01 par value, of
Clearview Cinema Group, Inc. (incorporated by reference from
Exhibit 4.01 to the SB-2 Registration Statement, filed with
Amendment No. 2 thereto on August 4, 1997)
B Amended and Restated Certificate of Incorporation of Clearview
Cinema Group, Inc. (incorporated by reference from Exhibit
3.01(b) to the SB-2 Registration Statement, filed with Amendment
No. 2 thereto on August 4, 1997)
C Amended and Restated By-laws of Clearview Cinema Group, Inc.
(incorporated by reference from Exhibit 3.02(b) to the SB-2
Registration Statement, filed with Amendment No. 2 thereto on
August 4, 1997)
2
<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.
CLEARVIEW CINEMA GROUP, INC.
By: /s/ Sueanne H. Mayo
---------------------------------------
Name: Sueanne H. Mayo
Title: Secretary and Vice President-Management
Information Systems
Date: August 5, 1997
3
<PAGE>
EXHIBIT INDEX
METHOD OF
EXHIBIT DESCRIPTION FILING
A Specimen Certificate for the Common Incorporated by reference
Stock, $.01 par value, of Clearview from Exhibit 4.01 to the
Cinema Group, Inc. SB-2 Registration
Statement, filed with
Amendment No. 2 thereto
on August 4, 1997
B Amended and Restated Certificate of Incorporated by reference
Incorporation of Clearview Cinema from Exhibit 3.01(b) to
Group, Inc. the SB-2 Registration
Statement, filed with
Amendment No. 2 thereto
on August 4, 1997
C Amended and Restated By-laws of Incorporated by reference
Clearview Cinema Group, Inc. from Exhibit 3.02(b) to
the SB-2 Registration
Statement, filed with
Amendment No. 2 thereto
on August 4, 1997
4