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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
FRIENDLY ICE CREAM CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
MASSACHUSETTS 04-2053130
(STATE OF INCORPORATION) (I.R.S. EMPLOYER IDENTIFICATION NO.)
1855 BOSTON ROAD
WILBRAHAM, MASSACHUSETTS 01095 01095
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
If this form relates to the registration of a class of securities pursuant
to Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A(c) please check the following box. / /
If this Form relates to the registration of a class of securities pursuant
to Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A(d), please check the following box. /X/
Securities Act registration statement file number to which this form
relates: 333-34633.
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 $.01 PER SHARE
(Title of class)
RIGHTS TO PURCHASE SERIES A JUNIOR
PREFERRED STOCK, $0.01 PAR VALUE
(Title of class)
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Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
A complete description of the Common Stock, $.01 par value per share,
which is to be registered hereunder is contained under the caption "Description
of Capital Stock" in the Prospectus forming a part of the Form S-1 Registration
Statement (File No. 333-34633) (the "Registration Statement") of Friendly Ice
Cream Corporation (the "Registrant"), filed with the Securities and Exchange
Commission under the Securities Act of 1933, as amended (the "Securities Act").
Such description is hereby incorporated by reference, and any description
included in a form of Prospectus subsequently filed by the Registrant pursuant
to Rule 424(b) under the Securities Act shall be deemed to be incorporated
herein by reference.
A complete description of the Rights to Purchase Series A Junior
Preferred Stock, $0.01 par value, which are to be registered hereunder, is
contained under the caption "Description of Capital Stock" in the Prospectus
forming a part of the Registration Statement of the Registrant, filed with the
Securities and Exchange Commission under the Securities Act. Such description
is hereby incorporated by reference, and any description included in a form of
Prospectus subsequently filed by the Registrant pursuant to Rule 424(b) under
the Securities Act shall be deemed to be incorporated herein by reference.
Item 2. EXHIBITS.
A list of exhibits filed herewith or incorporated herein by reference
is contained on the Exhibit Index which is incorporated herein by reference.
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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.
FRIENDLY ICE CREAM CORPORATION
By: /s/ George G. Roller
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Name: George G. Roller
Its: Vice President, Finance
Date: November 6 ,1997
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EXHIBIT INDEX
EXHIBIT SEQUENTIALLY
NUMBER EXHIBIT NUMBERED PAGE
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1. Registrant's Registration Statement on Form S-1
(File No. 333-34633), as filed with the Securities
and Exchange Commission on August 29, 1997
2. Amendment No. 1 to the Registrant's Registration
Statement on Form S-1, as filed with the Securities
and Exchange Commission on October 6, 1997
3. Amendment No. 2 to the Registrant's Registration
Statement on Form S-1, as filed with the Securities
and Exchange Commission on October 20, 1997
4. Amendment No. 3 to the Registrant's Registration
Statement on Form S-1, as filed with the Securities
and Exchange Commission on November 6, 1997
5. Restated Articles of Organization of the Registrant
(Incorporated by reference to Exhibit 3.1 to the
Registrant's Registration Statement on Form S-1
(File No. 333-34633))
6. Amended and Restated By-laws of the Registrant, as
amended (Incorporated by reference to Exhibit 3.2
to the Registrant's Registration Statement on
Form S-1 (File No. 333-34633))
7. Specimen certificate evidencing the Common Stock
of the Registrant (Incorporated by reference to
Exhibit 4.4 to the Registrant's Registration
Statement on Form S-1 (File No. 33-34633))
8. Form of Rights Agreement between the Registrant
and the Rights Agent, including Form of
Certificate of Designation of Series A Junior
Preferred Stock, $0.01 par value, and
Form of Rights Certificate (Incorporated by
reference to Exhibit 4.3 to the Registrant's
Registration Statement on Form S-1
(File No. 333-34633))
