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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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
U.S.A. Floral Products, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware 52-2030697
(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
3500 Whitehaven Parkway
Washington, D.C. 20007
(Address of Principal Executive Offices) (Zip Code)
If this Form relates to the If this Form relates to the
registration of a class of registration of a class of debt
securities pursuant to Section 12(b) securities pursuant to Section 12(g)
of the Exchange Act and is effective of the Exchange Act and is effective
upon filing pursuant to General pursuant to General Instruction
Instruction A.(c), please check A.(d), please check the following
the following box. [_] box. [X]
Securities Act registration statement file number to which this
form relates: 333-33131
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(If applicable)
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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Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.001 per share
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(Title of Class)
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(Title of Class)
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Item 1. Description of Securities to be Registered.
The information set forth under the caption "Description of Capital
Stock" on pages 72 and 73 of the registrant's Preliminary Prospectus dated
September 18, 1997 that forms a part of Amendment No. 1 to the registrant's
Registration Statement on Form S-1, File No. 333-33131, filed with the
Securities and Exchange Commission on September 18, 1997, is incorporated herein
by reference.
Item 2. Exhibits.
The following exhibits are filed as part of this registration
statement:
Exhibit Description
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1.01 Specimen of Certificate of Common Stock, par value $.001 per
share.*
2.01 Certificate of Incorporation of U.S.A. Floral Products,
Inc., as amended to date.*
2.02 Amended and Restated Bylaws of U.S.A. Floral Products, Inc.*
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* Previously filed.
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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 amendment to registration
statement to be signed on its behalf by the undersigned, thereto duly
authorized.
U.S.A. Floral Products, Inc.
Date: September 24, 1997 By: /s/ Robert J. Poirier
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Robert J. Poirier
Chairman of the Board, President
and Chief Executive Officer
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EXHIBIT INDEX
Exhibit Sequential
Number Description Page Number
- ------- ----------- -----------
1.01 Specimen of Certificate of Common Stock, par value
per share $.001 per share. *
2.01 Certificate of Incorporation of U.S.A. Floral
Products, Inc., as amended to date. *
2.02 Amended and Restated Bylaws of U.S.A. Floral
Products, Inc. *
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*Previously filed.
