SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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
Boston Celtics Limited Partnership
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(Exact Name of Registrant as Specified in its Charter)
Delaware 04-3416346
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(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
151 Merrimac Street
Boston, MA 02114
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(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
securities pursuant to Section securities pursuant to Section
12(b) of the Exchange Act and is 12(g) of the Exchange Act and is
effective pursuant to General effective pursuant to General
Instruction A.(c), please check Instruction A.(d), please check
the following box. [X] the following box. [ ]
Securities Act registration statement file number
to which this form relates: 333-50367
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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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Units representing Limited New York Stock Exchange
Partnership Interests Boston Stock Exchange
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Securities to be registered pursuant to Section 12(g) of the Act:
None
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(Title of Class)
Explanatory Note
This Form 8-A is being filed by Boston Celtics Limited Partnership (the
"Registrant") to confirm that the Registrant's units representing limited
partnership interests are deemed registered under Section 12(b) of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), pursuant to
Rule 12g-3(a) under the Exchange Act, as a result of the reorganization (the
"Reorganization") of the Registrant and Boston Celtics Limited Partnership II
("BCLP II"). Units representing assignments of limited partnership interests
in BCLP II were registered pursuant BCLP II's Form 8-A, filed with the
Commission on November 14, 1986, as amended. The Reorganization is more fully
described in the Registration Statement (as defined below).
INFORMATION REQUIRED IN REGISTRATION STATEMENT
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Item 1. Description of Registrant's Securities to be Registered.
The information required by this item is set forth under the caption
"Description of BCLP II Units" in the Registrant's Registration Statement on
Form S-4 (File No. 333-50367) filed with the Securities and Exchange
Commission on April 17, 1998, as amended (the "Registration Statement") and
is hereby incorporated by reference.
Item 2. Exhibits.
1. Amended and Restated Agreement of Limited Partnership of Boston
Celtics Limited Partnership (formerly known as "Boston Celtics Limited
Partnership II") (incorporated by reference to Exhibit 3.1 of the Registrant's
Form 8-K, filed with the Commission on June 30, 1998).
SIGNATURE
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Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, Boston Celtics Limited Partnership has duly caused this
Registration Statement to be signed on its behalf, by the undersigned,
thereunto duly authorized.
Dated: September 22, 1998
BOSTON CELTICS LIMITED PARTNERSHIP
By: BCLP GP, Inc.
Its: General Partner
By: /s/ Richard G. Pond
Name: Richard G. Pond
Title: Executive Vice President, Chief
Operating Officer, Chief Financial
Officer, Treasurer and Secretary
