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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
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American Finance Group, Inc.
(Exact name of registrant as specified in its charter)
Delaware 94-3226128
(State of incorporation (I.R.S. employer
or organization) identification no.)
24 School Street
Boston, Massachusetts
(Address of principal executive offices)
02108
(Zip Code)
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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. [_] the following box. [X]
Securities Act registration statement file number to which this form relates:
333-52091
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:
Common Stock, par value $0.01 per share
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Item 1. Description of Registrant's Securities to Be Registered.
Incorporated by reference to the information set forth under the heading
"Description of Capital Stock" in the preliminary prospectus contained in the
Registrant's Registration Statement on Form S-1 filed with the Securities and
Exchange Commission on May 7, 1998 (the "S-1 Registration Statement").
Item 2. Exhibits.
The following exhibits are filed as part of this registration statement:
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1.* Amended and Restated Certificate of Incorporation of the Registrant
2.** Bylaws of the Registrant
3.*** Form of Amended and Restated Bylaws of the Registrant to be
effective upon completion of the offering under the S-1 Registration
Statement
4.+ Specimen Common Stock Certificate
5.++ Form of Intercompany Relationship Agreement, dated as of ,
1998, by and between the Registrant and PLM International, Inc.
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* Incorporated by reference to Exhibit 3.3 to the S-1 Registration
Statement.
** Incorporated by reference to Exhibit 3.2 to the S-1 Registration
Statement.
*** Incorporated by reference to Exhibit 3.4 to the S-1 Registration
Statement.
+ Incorporated by reference to Exhibit 4.1 to the S-1 Registration
Statement.
++ Incorporated by reference to Exhibit 10.14 to the S-1 Registration
Statement.
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.
American Finance Group, Inc.
By /s/ Gary M. Abrams
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Name: Gary M. Abrams
Title: Senior Vice President, Chief
Financial Officer and
Treasurer
Date: October 15, 1998
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