<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A/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
G & L REALTY CORP.
- -------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
Maryland 95-449388
- ------------------------------------ ----------------------------------
(State of Incorporation or (IRS Employer
Organization) Identification No.)
439 N. Bedford Drive
Beverly Hills, California 90210
- ------------------------------------ ----------------------------------
(Address of principal (zip code)
executive offices)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on
to be so Registered Which Each Class is to be
- ----------------------------- Registered
------------------
% Series A Cumulative Preferred Stock New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
None
- -------------------------------------------------------------------------------
(Title of class)
<PAGE>
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
--------------------------------------------------------
A description of the % Series A Cumulative Preferred Stock (the "Series
----
A Preferred Stock") to be registered hereunder is contained in the section
entitled "Description of Series A Preferred Stock" in the Prospectus included in
Amendment No. 3 to the Registrant's Form S-11 Registration Statement, File No.
333-24911, as filed on May 7, 1997 with the Securities and Exchange Commission
and filed pursuant to Rule 430 of the Securities Act of 1933, as amended. Such
description is incorporated herein by reference.
Item 2. Exhibits.
--------
Exhibit No. Description
- ----------- -----------
2.1/(1)/ Articles of Amendment and
Restatement of the Charter
of Registrant.
2.2/(2)/ Amended and Restated Bylaws of
Registrant.
2.3/(3)/ Form of Articles Supplementary relating
to the Series A Preferred Stock.
2.4/(4)/ Specimen Share Certificate for the
Series A Preferred Stock.
- ------------------------------------------------------
(1) Filed as an exhibit to the Registrant's Registration Statement
on Form S-11 and amendments thereto (File No. 33-68984) and incorporated
herein by reference.
(2) Filed as an exhibit to the Registrant's Annual Report on Form
10-K for the year ended December 31, 1994 and incorporated herein by
reference.
(3) Filed as Exhibit 4.1 to the Registrant's Registration Statement on
Form S-11 and amendments thereto (File No. 333-24911) and incorporated
herein by reference.
(4) Filed as Exhibit 4.2 to the Registrant's Registration Statement on Form
S-11 and amendments thereto (File No. 333-24911) and incorporated herein
by reference.
2
<PAGE>
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.
G & L REALTY CORP.
Date: May 8, 1997 By: /s/ Quentin Thompson
---------------------------------
Quentin Thompson
Chief Accounting Officer,
Treasurer and Secretary
3
