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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
(AMENDMENT NO. 1)
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
STATER BROS. HOLDINGS INC.
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(Exact Name of Registrant as Specified in its Charter)
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<S> <C>
Delaware 33-0350671
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(State of Incorporation or Organization) (IRS Employer
Identification No.)
21700 Barton Road, Colton, California 92324
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(Address of principal executive offices) (zip code)
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If this form relates 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), please check the following box. [X]
If this form relates 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.(d), please check the following box. [_]
Securities Act registration statement file number to which this form relates:
333-34113
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Securities to be registered pursuant to Section 12(b) of the Act:
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Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
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9% Senior Subordinated Notes due 2004 American Stock Exchange
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Securities to be registered pursuant to Section 12(g) of the Act:
None
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(Title of class)
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STATER BROS. HOLDINGS INC.
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
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The information called for by this item is incorporated by reference to the
information set forth under the caption entitled "Description of the New Notes"
in the Prospectus included in the Registrant's Registration Statement on Form
S-4 (Registration No. 333-34113), as filed on August 21, 1997 with the
Securities and Exchange Commission (the "Commission") under the Securities Act
of 1933, as amended, and as amended by Amendment No. 1 to the Registration
Statement filed with the Commission on October 10, 1997 and Amendment No. 2 to
the Registration Statement filed with the Commission on October 17, 1997.
Item 2. Exhibits.
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Exhibit No. Description
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1/(1)/ Specimen 9% Senior Subordinated Note due 2004
2/(2)/ Indenture
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(1) Previously filed as Exhibit 4.3 to Amendment No. 1 to the Registrant's
Registration Statement on Form S-4 (File No. 333-34113) and
incorporated herein by reference.
(2) Previously filed as Exhibit 4.1 to the Registrant's Registration
Statement on Form S-4 (File No. 333-34113) and incorporated herein by
reference.
2
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, as amended, the Registrant has duly caused this Registration Statement
to be signed on its behalf by the undersigned, thereto duly authorized.
Date: December 29, 1997 By: /s/ BRUCE D. VARNER
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Bruce D. Varner
Secretary
3
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EXHIBIT INDEX
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Sequentially NUMBERED PAGE IN
EXHIBIT DESCRIPTION OF EXHIBIT REGISTRATION STATEMENT
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<S> <C> <C>
1/(1)/ Specimen 9% Senior Subordinated Note due 2004 N/A
2/(2)/ Indenture N/A
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(1) Previously filed as Exhibit 4.3 to Amendment No. 1 to the
Registrant's Registration Statement on Form S-4 (File No. 333-34113) and
incorporated herein by reference.
(2) Previously filed as Exhibit 4.1 to the Registrant's
Registration Statement on Form S-4 (File No. 333-34113) and incorporated herein
by reference.
