________________________________________________________________________
1999
U. S. 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
GALAXY FOODS COMPANY
(exact name of registrant as specified in its charter)
Delaware 25-1391475
(State or other jurisdiction of (I.R.S. Employer
incorporation of organization) Identification No.)
2441 Viscount Row
Orlando, Florida 32809
(Address of principal
executive offices) (Zip Code)
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
Common Stock, par value $.01 per share American Stock Exchange
If this form related 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), check the following box [X]
If this form related 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.(c), check the following box [ ]
Securities Act registration statement file number to which this form
relates: Not Applicable
Securities to be registered pursuant to Section 12(g) of the Act: Not
Applicable
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Item 1. Description of Registrant's Securities to be Registered.
COMMON STOCK
The holders of the registrant's common stock are entitled to one vote
for each share held of record on all matters to be voted by stockholders. All
voting is on a noncumulative basis. The holders of common stock are entitled
to receive such dividends, if any, as may be declared from time to time by the
Board of Directors in its discretion from funds legally available after
provision has been made for each class of stock, if any, having preference
over common stock as to dividends. Upon liquidation or dissolution of the
registrant, the holders of common stock are entitled to receive pro rata all
assets remaining available for distribution to them, after provision has been
made for such class of stock, if any, having preference over common stock in
liquidation. At this time, there is no such class of stock authorized, issued
and outstanding which has a preference over the common stock in liquidation.
The common stock has no preemptive or other subscription rights and is not
subject to any future calls or assessments. There are no conversion rights,
redemption or sinking fund provisions applicable to shares of common stock.
There is no classification of the Board of Directors. Other than restrictions
imposed by applicable federal and state securities laws and regulations, there
is no restriction on the alienability of the common stock.
Item 2. Exhibits.
Not applicable
<PAGE> 3
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.
GALAXY FOODS COMPANY
Date: September 29, 1999 /s/Angelo S. Morini
Angelo S. Morini
Chairman and President
(Principal Executive Officer)
