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As filed with the Securities and Exchange Commission on December 23, 1996
Registration No. 333-01683
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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KASH N' KARRY FOOD STORES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
95-4161591
(I.R.S. Employer Identification No.)
6422 HARNEY ROAD
TAMPA, FLORIDA 33610
(Address of Principal Executive Offices and Zip Code)
KASH N' KARRY FOOD STORES, INC.
1995 NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN
(Full title of the plan)
R. WILLIAM MCCANLESS
EXECUTIVE VICE PRESIDENT
6422 HARNEY ROAD
TAMPA, FLORIDA 33610
(813) 621-0200
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
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COPY TO:
RUSSELL W. PARKS, JR., P.C.
AKIN, GUMP, STRAUSS, HAUER & FELD, L.L.P.
1333 NEW HAMPSHIRE AVENUE, N.W., SUITE 400
WASHINGTON, D.C. 20036
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DEREGISTRATION OF COMMON STOCK
Kash n' Karry Food Stores, Inc. (the "Company") filed a Registration
Statement on Form S-8, Registration No. 33-01683, (the "Registration
Statement"), on March 13, 1996, for the sale of 54,000 shares of Common
Stock, $.01 par value per share (the "Common Stock"), of the Company under
the Company's 1995 Non-Employee Director Stock Option Plan (the "Plan").
This Post-Effective Amendment No. 1 is being filed to deregister all 54,000
shares of the Common Stock. The Plan has been terminated and all rights to
purchase shares under the Plan have expired. This deregistration relates to
the consummation on December 18, 1996 of a tender offer and merger whereby
the Company became an indirect wholly owned subsidiary of Food Lion, Inc., a
North Carolina corporation.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Post-Effective
Amendment No. 1 to Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Salisbury, State of North
Carolina, on December 23, 1996.
KASH N' KARRY FOOD STORES, INC.
By: /s/ R. William McCanless
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R. William McCanless
Executive Vice President
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 1 to Registration Statement has been signed by the
following persons in the capacities and on the dates indicated:
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<CAPTION>
SIGNATURE TITLE DATE
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<S> <C> <C>
/s/ Ronald E. Johnson President, Chief Executive December 23, 1996
- ----------------------- Officer (Principal Executive
Ronald E. Johnson Officer) and Chief Operating
Officer
/s/ Richard D. Coleman Senior Vice Presidet, Chief December 23, 1996
- ----------------------- Financial Officer (Principal
Richard D. Coleman Financial Officer) and
Secretary
/s/ Marvin W. Snow, Jr. Vice President, Controller December 23, 1996
- ----------------------- (Principal Accounting Officer)
Marvin W. Snow, Jr.
/s/ Tom E. Smith Chairman of the Board of December 23, 1996
- ----------------------- Directors
Tom E. Smith
/s/ Joseph C. Hall Director December 23, 1996
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Joseph C. Hall
/s/ R. William McCanless Director December 23, 1996
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R. William McCanless
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