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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 12(g) of the
Securities Exchange Act of 1934
FEDERATED DEPARTMENT STORES, INC.
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(Exact Name of Registrant as Specified in Its Charter)
DELAWARE 13-3324058
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(State of Incorporation or Organization) (I.R.S. Employer
Identification No.)
7 West Seventh Street, Cincinnati, Ohio 45202
and
1440 BROADWAY, NEW YORK, NEW YORK 10018
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(Address of Principal Executive Offices)
If this form relates to the If this form relates to the
registration of a class of debt registration of a class of
securities and is effective upon debt securities and is to become
filing pursuant to General effective simultaneously
Instruction A(c)(1) please check with the effectiveness
the following box /X/ of a concurrent registration
statement under the Securities Act
of 1933 pursuant to General
Instruction A(c)(2) please check
the following box / /
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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7% Senior Debentures Due 2028 New York Stock Exchange, Inc.
Securities to be registered pursuant to Section 12(g) of the Act:
NONE
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(Title of Class)
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INFORMATION REQUIRED IN
REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The description of the securities registered hereby is included in a
prospectus filed by the Registrant pursuant to Rule 424(b) under the Securities
Act of 1933, as amended (the "Securities Act"), on February 4, 1998, in
connection with the registration of such securities under the Securities Act
pursuant to a Registration Statement on Form S-3 (Registration No. 333-34321).
Such prospectus shall be deemed to be incorporated by reference herein.
ITEM 2. EXHIBITS.
1. Indenture, dated as of September 10, 1997, between the Registrant and
Citibank, N.A., as Trustee (filed as Exhibit 4.4 to the Registrant's
Registration Statement on Form S-3 (Registration No. 333-34321) filed
with the Commission on September 11, 1997, and incorporated herein by
reference)
2. Form of First Supplemental Trust Indenture, dated as of February 6,
1998, between the Registrant and Citibank, N.A., as Trustee (filed as
Exhibit 2 to the Registrant's Current Report on Form 8-K filed with
the Commission on February 6, 1998, and incorporated herein by
reference)
3. Form of 7% Senior Debenture Due 2028 (included in Exhibit 2)
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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, thereto duly authorized.
FEDERATED DEPARTMENT STORES, INC.
(Registrant)
Date: February 6, 1998 By: /s/Dennis J. Broderick
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Name: Dennis J. Broderick
Title: Senior Vice President,
General Counsel and
Secretary
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EXHIBIT INDEX
EXHIBIT
NUMBER EXHIBIT
1. Indenture, dated as of September 10, 1997, between the Registrant and
Citibank, N.A., as Trustee (filed as Exhibit 4.4 to the Registrant's
Registration Statement on Form S-3 (Registration No. 333-34321) filed
with the Commission on September 11, 1997, and incorporated herein by
reference)
2. Form of First Supplemental Trust Indenture, to be dated as of February
6, 1998, between the Registrant and Citibank, N.A., as Trustee (filed
as Exhibit 2 to the Registrant's Current Report on Form 8-K filed with
the Commission on February 6, 1998, and incorporated herein by
reference)
3. Form of specimen 7% Senior Debenture Due 2028 (included in Exhibit 2)
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