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
AAMES FINANCIAL CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE 95-4340340
(State of Incorporation or Organization) (IRS Employer
Identification No.)
350 SOUTH GRAND AVENUE, 52ND FLOOR, LOS ANGELES, CALIFORNIA 90071
(Address of Principal Executive Offices) (ZIP Code)
If this form relates to the If this form relates to the
registration of a class of registration of a class of
securities pursuant to Section securities pursuant to
12(b) of the Exchange Act and is Section 12(g) of the Exchange
effective pursuant to General Act and is effective pursuant
Instruction A.(c), please check the to General Instruction A.(d),
following box. [_X_] please check the following
----- box. [ ]
SECURITIES ACT REGISTRATION STATEMENT FILE NUMBER TO WHICH THIS FORM RELATES:
333-85241 .
(if applicable)
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
Series C Convertible Preferred Stock, par value $0.001 per share New York Stock
Exchange
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
None
Page 1
<PAGE>
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
For a description of the Series C Convertible Preferred Stock being
registered, reference is made to the section entitled "Description of the Series
C Convertible Preferred Stock" included on pages 24 through 26 of the Prospectus
(the "Prospectus") contained in the Registrant's Registration Statement on Form
S-3, File No. 333-85241, filed with the Securities and Exchange Commission on
August 13, 1999, as amended (the "Registration Statement").
ITEM 2. EXHIBITS.
The following exhibits are filed as a part of this Registration Statement
1. Certificate of Incorporation of the Registrant. (Incorporated by reference
to Exhibit 3.1 to the Registrant's Annual Report on Form 10-K for the year
ended June 30, 1997, filed with the Commission on September 29, 1997).
2. By-Laws of the Registrant (Incorporated by reference to Exhibit 3.2 to the
Registrant's Annual Report on Form 10-K for the year ended June 30, 1997,
filed with the Commission on September 29, 1997).
3. Certificate of Designations of Series C Convertible Preferred Stock of the
Registrant (incorporated by reference to Exhibit 3.4 to the Registrant's
Quarterly Report on Form 10-Q for the period ended December 31, 1998,
filed with the Commission on February 22, 1999).
Page 2
<PAGE>
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.
Date: September 3, 1999
AAMES FINANCIAL CORPORATION
By: /s/ BARBARA S. POLSKY
------------------------------------
Barbara S. Polsky
Executive Vice President,
Secretary and General Counsel
