<PAGE>
Registration No. 33-63068
SECURITEIS AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 2
To
FORM S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
SPECIALTY RETAIL GROUP, INC.
(Exact name of registrant as specified in its charter)
Florida 5945 No. 59-282441
- ---------------------- ------------------------- -------------------------
(State or other (Primary Standard (IRS Employer
jurisdiction of Industrial Identification No.)
incorporation or Classification Code
organization) Number)
1720 Post Road East, Suite 112
Westport, Connecticut 06880
(203) 256-4380
---------------------------------------------------
(Address, including zip code, and telephone number,
including area code, of registrant's principle executive offices)
Specialty Retail Group, Inc.
1720 Post Road East, Suite 112
Westport, Connecticut 06880
(203) 256-4380
---------------------------------------------------
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
Copies to
EDMOND M. COLLER, ESQ.
Goodkind Labaton Rudoff &
Sucharow LLP
100 Park Avenue
New York, New York 10017
<PAGE>
The Registrant has issued no shares of Common Stock, Par Value, $.001
per share, of the Registrant pursuant to this Registration Statement, all
outstanding options under the 1991 Non-Qualified Stock Option Plan (the "Plan")
to which this Registration Statement relates have expired and the Registrant
does not intend to grant any additional options under the Plan.
Accordingly, the Registrant hereby deregisters and removes from
registration all of the shares of Common Stock registered under this
Registration Statement and hereby withdraws this Registration Statement.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, has duly caused this
amendment to registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of New York, State of New
York, on April 30, 1999.
SPECIALTY RETAIL GROUP, INC.
By: /s/ SEYMOUR W. ZISES
-------------------------------
Director
Pursuant to the requirements of the Securities Act of 1933, this registration
statement has been signed below by the following persons in the capacities and
on the dates indicated.
/s/ SEYMOUR W. ZISES April 30, 1999
- -------------------------------
Seymour W. Zises, Director