SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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AMENDMENT NO. 1
TO
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
THE CHILDREN'S PLACE RETAIL STORES, INC.
(Exact name of the Registrant as specified in its charter)
DELAWARE 31-1241495
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
ONE DODGE DRIVE, WEST CALDWELL, NEW JERSEY 07006
(Address of principal executive offices) (Zip Code)
If this Form relates to the registration of a class of debt securities and is
effective upon filing pursuant to General Instruction A(c)(1) please check the
following box. [ ]
If this Form relates to the registration of a class of debt securities and is to
become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A(c)(2) please check the following box. [ ]
Securities Act registration statement file number to which this
form relates: 333-31535
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
NONE
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Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.10 per share
<PAGE>
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The Registrant incorporates by reference herein the description of the
Registrant's Common Stock appearing under the caption "Description of Capital
Stock" in the Registrant's preliminary prospectus, dated September 18, 1997,
included in Amendment No. 2 to the Registrant's registration statement on Form
S-1 (No. 333-31535) (the "Registration Statement") as filed with the Securities
and Exchange Commission (the "SEC") on September 18, 1997, as such description
may be amended in any preliminary or final prospectus included or deemed to be
included in an amendment to the Registration Statement subsequently filed with
the SEC. The Registration Statement will be declared effective concurrently with
this Form 8-A.
ITEM 2. EXHIBITS.
The following exhibits are filed herewith:
3.1 Amended and Restated Certificate of Incorporation of the
Registrant (filed as Exhibit 3.1 to the Registration Statement
and incorporated herein by reference).
3.2 Amended and Restated Bylaws of the Registrant (filed as
Exhibit 3.2 to the Registration Statement and incorporated
herein by reference).
4.1 Form of Certificate for Common Stock, par value $ .10 per
share, of the Registrant (filed as Exhibit 4.1 to the
Registration Statement and incorporated herein by reference).
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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.
The Children's Place Retail Stores, Inc.
Date: September 18, 1997 By: /S/ STEVEN BALASIANO
Steven Balasiano
Vice President, Secretary
and General Counsel