SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
CAL-MAINE FOODS, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 64-0500378
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(State of incorporation or organization) (I.R.S. Employer
Identification No.)
3320 WOODROW WILSON DRIVE
JACKSON, MISSISSIPPI 39209
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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
debt securities and is debt securities and is to
effective upon filing pursuant become effective simultan-
to General Instruction A(c)(1) eously with the effectiveness
please check the following of a concurrent registration
box. [ ] statement under the Securities
Act of 1933 pursuant to
Generation Instruction A(c)(2)
please check the following
box. [ ]
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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(Title of Class)
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Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
On October 25, 1996, Cal-Maine Foods, Inc., a Delaware corporation (the
"Company"), filed its Form S-1 Registration Statement No. 333-14809 under the
Securities Act of 1933 for a proposed underwritten offering of its Common
Stock, par value $0.01 per share (the "Common Stock"). The Company intends to
file a prospectus pursuant to Rule 424(b) of the Securities Act of 1933, and
the description of the Common Stock set forth under the caption "Description
of Capital Stock" in such prospectus is incorporated herein by reference.
Item 2. EXHIBITS.
The Common Stock is to be registered pursuant to Section 12(g) of the
Securities Exchange Act of 1934. Accordingly, the following exhibits required
under Instruction I of the Instructions as to Exhibits of Form 8-A are
incorporated by reference from the Company's Form S-1 Registration Statement
No. 333-14809:
1. Amended and Restated Certificate of Incorporation of the Company.
(Exhibit 3.1)
2. Specimen certificate for shares of Common Stock, par value $0.01 per
share, of the Company. (Exhibit 4.1)
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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.
CAL-MAINE FOODS, INC.
October 25, 1996 By: /s/B.J. RAINES
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B.J. Raines
Vice President and Chief
Financial Officer
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