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<PAGE> 1
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
ATLANTIC PREMIUM BRANDS, LTD.
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(Exact Name of Registrant as specified in its charter)
DELAWARE 36-3761400
- ---------------------------------------- ------------------------------------
(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
650 DUNDEE ROAD, SUITE 370, NORTHBROOK, ILLINOIS 60062
- ------------------------------------------------ ----------
(Address of principal executive offices) (Zip Code)
If this form relates to the registration of If this form relates to the
a class of securities pursuant to Section registration of a class of
12(b) of The Exchange Act and is effective securities pursuant to Section
pursuant to General Instruction A.(c), 12(g) of The Exchange Act and
please check the following box. [X] is effective pursuant to General
Instruction A.(d), please check
the following box. [ ]
Securities Act registration statement file number to which this form relates:
__________ (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
------------------- ------------------------------
Common Stock, $.01 par value American Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
NONE
<PAGE> 2
Item 1. Description of Registrant's Securities to be Registered.
The description of the Common Stock, $.01 par value per share, of the
Registrant is contained in the "Description of Capital Stock" section of the
Registrant's Registration Statement on Form S-1, File No. 33-69438, filed with
the Securities and Exchange Commission on September 24, 1993, as amended from
time to time, and is incorporated herein by reference.
Item 2. Exhibits.
<TABLE>
<CAPTION>
Exhibit
Number Description of Document
- ------- -----------------------
<S> <C>
1 Specimen Stock Certificate (1)
2.1 Certificate of Incorporation of the Registrant, including all
amendments thereto (2)
2.2 By-Laws of the Registrant (2)
</TABLE>
_________________
(1) Filed as an exhibit to the Registrant's Annual Report on Form 10-K
filed with the Securities and Exchange Commission for the year ended
December 31, 1995 and incorporated herein by reference.
(2) Filed as an exhibit to the Registrant's Quarterly Report on Form 10-Q
for the quarter ended June 30, 1996 and incorporated herein by
reference.
-2-
<PAGE> 3
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.
ATLANTIC PREMIUM BRANDS, LTD.
---------------------------------------
(Registrant)
Dated: As of December 30, 1997 By: /S/ MERRICK M. ELFMAN
----------- ----------------------------------
Merrick M. Elfman
Chairman of the Board
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<PAGE> 4
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit
Number Description of Document
- ------- -----------------------
<S> <C>
1 Specimen Stock Certificate (1)
2.1 Certificate of Incorporation of the Registrant, including all
amendments thereto (2)
2.2 By-Laws of the Registrant (2)
</TABLE>
_________________
(1) Filed as an exhibit to the Registrant's Annual Report on Form 10-K
filed with the Securities and Exchange Commission for the year ended
December 31, 1995 and incorporated herein by reference.
(2) Filed as an exhibit to the Registrant's Quarterly Report on Form 10-Q
for the quarter ended June 30, 1996 and incorporated herein by
reference.
-4-
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