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SECURITIES EXCHANGE COMMISSION
WASHINGTON, DC 20549
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
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<S> <C>
RAINTREE RESORTS INTERNATIONAL, INC. CR RESORTS CAPITAL, S. DE R.L. DE C.V.
(Exact name of registrant (Exact name of registrant
as specified in its charter) as specified in its charter)
Nevada 76-05 49149 Mexico CRC 970811E5A
(State of incorporation (IRS Employer (State of incorporation (Mexican Tax
or organization) Identification No.) or organization) Identification No.)
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10,000 Memorial Drive, Suite 480 Blvd. Adolfo Ruiz Cortinez
Houston, Texas 77024 No. 3642 P.B y 7o. Piso
(Address of principal executive offices) Col. Jardines del Pedregal
C.P. 01900 Mexico, D.F.
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. [X]
Securities Act registration statement file number to which this form relates:
333-49065
Securities to be registered pursuant to Section 12(b) of the Act: None
Securities to be registered pursuant to Section 12(g) of the Act:
13% Senior Notes due 2004
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The material set forth in the section captioned "Description of Notes"
in Form S-4 (Registration No. 333-49065) of Raintree Resorts International, Inc.
(the "Company") and CR Resorts Capital, S. de R.L. de C.V. ("CR Mexico" and,
together with the Company, the "Registrants"), filed with the Securities and
Exchange Commission on March 31, 1998, as amended (the "Registration Statement")
pursuant to Rule 424(b) under the Securities Act of 1933, as amended, is
incorporated by reference.
ITEM 2. EXHIBITS.
1. Purchase Agreement, dated November 26, 1997, among the Registrants
and the Initial Purchaser incorporated by reference to Exhibit
1.1 of the Registration Statement.
2. Amended and Restated Articles of Incorporation of the Company
incorporated by reference to Exhibit 3.1 the Registration
Statement.
3. By-laws of the Company, effective April 15, 1997 incorporated
by reference to Exhibit 3.3 of the Registration Statement.
4. Articles of Incorporation of CR Mexico, dated August 11, 1997
incorporated by reference to Exhibit 3.2 of the Registration
Statement.
5. Indenture (including Forms of Registered Note and Outstanding
Note), dated December 5, 1997, among the Issuers and IBJ Schroder
Bank & Trust Company incorporated by reference to Exhibit 4.1 of
the Registration Statement.
6. A/B Exchange Registration Rights Agreement, dated December 5,
1997, among the Registrants and the Initial Purchaser
incorporated by reference to Exhibit 10.7 of the Registration
Statement.
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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, thereunto duly authorized.
RAINTREE RESORTS INTERNATIONAL, INC.
Dated: May 22, 1998 By: /s/ DOUGLAS Y. BECH
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Name: Douglas Y. Bech
Title: Chairman
CR RESORTS CAPITAL, S. DE R.L. DE C.V.
Dated: May 22, 1998 By: /s/ DOUGLAS Y. BECH
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Name: Douglas Y. Bech
Title: Secretary
