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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
Prime Retail, Inc.
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(Exact name of registrant as specified in its charter)
Maryland 52-1836258
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(State of other jurisdiction (IRS Employer
of incorporation) Identification Number)
100 East Pratt Street
Nineteenth Floor, Baltimore, Maryland 21202
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(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
to be registered which each class is to be registered
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COMMON STOCK, $0.01 par value NEW YORK STOCK EXCHANGE
8.5% SERIES B CUMULATIVE PARTICIPATING
CONVERTIBLE PREFERRED STOCK,
$0.01 par value NEW YORK STOCK EXCHANGE
Securities to be registered pursuant to Section
12(g) of the Act:
NONE
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(Title of Class)
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PRIME RETAIL, INC.
ITEM 1: Description of the Registrant's Securities to be Registered
The securities to be registered pursuant to Section 12(b) of
the Act are the Registrant's (i) Common Stock, par value $0.01 per share
("Common Stock"), and (ii) 8.5% Series B Cumulative Participating Convertible
Preferred Stock, $0.01 par value ("Series B Preferred Stock"). A description of
the (i) Common Stock and (ii) Series B Preferred Stock is set forth under the
captions "Description of Common Stock" and "Description of Preferred Stock",
respectively, in the Prospectus of the Registrant's Registration Statement on
Form S-3 (No. 333-29437) (the "Registration Statement") filed by the Registrant
with The Securities and Exchange Commission (the "Commission") on June 17, 1997.
The description of the Common Stock and Series B Preferred Stock, as set forth
in the Registration Statement, is incorporated herein by reference.
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ITEM 2: Exhibits
(a) No exhibits are being filed with the Commission.
(b) The following exhibits are to be filed with the New York Stock
Exchange, Inc.:
(1). Annual Report on Form 10-K for the year ended
December 31, 1996.
(2). Quarterly Reports on Form 10-Q for the quarters ended
March 31, 1997 and June 30, 1997.
(3). Proxy Statement for 1997 annual meeting of
shareholders.
(4). Amended and Restated Articles of Incorporation of
Prime Retail, Inc. as amended.
(5). Amended and Restated By-Laws of Prime Retail, Inc.
(6). Form of Common Stock Certificate.
(7). Form of Series B Preferred Stock Certificate.
(8). 1996 Annual Report to Shareholders.
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PRIME RETAIL, INC.
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.
PRIME RETAIL, INC.
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(Registrant)
Date: August 22, 1997
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By: /s/ Robert P. Mulreaney
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Name: Robert P. Mulreaney
Title: Executive Vice President,
Chief Financial Officer
and Treasurer
