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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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
THE J. M. SMUCKER COMPANY
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(Exact Name of Registrant as Specified in Its Charter)
Ohio 34-0538550
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(State of Incorporation or Organization) (I.R.S. Employer
Identification no.)
Strawberry Lane, Orrville, Ohio 44667-0280
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(Address of Principal Executive Offices) (Zip Code)
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If this form relates to the registration of a If this form relates to the registration of a
class of securities pursuant to Section 12(b) class of securities pursuant to Section 12(g)
of the Exchange Act and is effective upon of the Exchange Act and is effective pursuant
filing pursuant to General Instruction A.(c), to General Instruction A.(d), please check
please check the following box. [x] the following box. [ ]
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Securities Act Registration Statement file number to which this
form relates: 333-37104
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(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
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Common Stock, without par value New York Stock Exchange
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Securities to be registered pursuant to Section 12(g) of the Act:
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(Title of class)
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(Title of class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The description of the common stock, without par value, of The J. M.
Smucker Company provided in the Registration Statement on Form S-4, filed with
the Securities and Exchange Commission on July 11, 2000 (Registration No.
333-37104), under the headings "Description of Smucker's Capital Stock Following
the Combination" and "Comparative Rights of Smucker's Shareholders Before and
After the Combination" is incorporated herein by reference.
ITEM 2. EXHIBITS.
Exhibit Description of Document
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3(a) Articles of Incorporation of JMS-Ohio, Inc. (included as Annex D
to the proxy statement contained in the Registration Statement on
Form S-4 filed by The J. M. Smucker Company on July 11, 2000,
Registration No. 333-37104), incorporated herein by reference.
3(b) Regulations of JMS-Ohio, Inc. (included as Annex E to the proxy
statement contained in the Registration Statement on Form S-4 filed
by The J. M. Smucker Company on July 11, 2000, Registration
No. 333-37104), incorporated herein by reference.
4(a) Amended and Restated Rights Agreement, dated as of August 28, 2000,
between The J. M. Smucker Company and Computershare Investor
Services, LLC, successor to Harris Trust and Savings Bank, as
rights agent (filed as Exhibit 4.1 to Amendment No. 1 to Form 8-A
filed on August 28, 2000), incorporated herein by reference.
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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.
THE J. M. SMUCKER COMPANY
By: /s/ Steven J. Ellcessor
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Name: Steven J. Ellcessor
Title: Vice President, Finance and
Administration, Secretary/Treasurer,
and General Counsel
Date: August 28, 2000
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EXHIBIT INDEX
Exhibit Description of Document
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3(a) Articles of Incorporation of JMS-Ohio, Inc. (included as Annex D
to the proxy statement contained in the Registration Statement on
Form S-4 filed by The J. M. Smucker Company on July 11, 2000,
Registration No. 333-37104), incorporated herein by reference.
3(b) Regulations of JMS-Ohio, Inc. (included as Annex E to the proxy
statement contained in the Registration Statement on Form S-4 filed
by The J. M. Smucker Company on July 11, 2000, Registration No.
333-37104), incorporated herein by reference.
4(a) Amended and Restated Rights Agreement, dated as of August 28, 2000,
between The J. M. Smucker Company and Computershare Investor
Services, LLC, successor to Harris Trust and Savings Bank, as rights
agent (filed as Exhibit 4.1 to Amendment No.1 to Form 8-A filed on
August 28, 2000), incorporated herein by reference.