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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
CNL American Properties Fund, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Maryland 59-3239115
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(State of Incorporation or Organization) (I.R.S. Employer
Identification no.)
450 South Orange Avenue
Orlando, Florida 32801
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(Address of principal executive offices) (zip code)
If this Form relates to the If this Form relates to the
registration of a class of registration of a class of
securities pursuant to Section securities pursuant to Section
12(b) of the Exchange Act and is 12(g) of the Exchange Act and is
effective pursuant to General effective pursuant to General
Instruction A.(c), please check Instruction A.(d), please check
the following box. [_] the following box. [_]
Securities Act registration statement file numbers to which this form
relates: 33-78790, 333-15411, 333-37657, 333-74329
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 (par value $0.01 per share) New York 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)
Item 1. Description of Registrant's Securities to be Registered.
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Information concerning the Common Stock, par value $0.01 per share, of CNL
American Properties Fund, Inc. (the "Company") to be registered hereunder is
incorporated by reference to the section entitled "Description of Capital Stock"
in the prospectus forming a part of the Registration Statement on Form S-4, as
amended from time to time (Registration No. 333-74329), filed by the Company
under the Securities Act of 1933, as amended.
Item 2. Exhibits.
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The Company's Registration Statement on Form S-4, as amended from time to time
(Registration No. 333-74329), is incorporated herein by this reference.
The Amended and Restated Articles of Incorporation of the Company are
incorporated herein by this reference to Exhibit 3.1 to the Company's
Registration Statement on Form S-4, as amended from time to time (Registration
No. 333-74329).
The Bylaws of the Company are incorporated herein by this reference to Exhibit
3.2 to the Company's Registration Statement on Form S-4, as amended from time to
time (Registration No. 333-74329).
A specimen certificate of the Common Stock of the Company is incorporated herein
by this reference to Exhibit 4.1 to the Company's Registration Statement on Form
S-4, as amended from time to time (Registration No. 333-74329).
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.
CNL AMERICAN PROPERTIES FUND, INC.
Date: December , 1999 By: /s/ Curtis B. McWilliams
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Curtis B. McWilliams
Chief Executive Officer