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UNITED STATES
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
ASSISTED LIVING CONCEPTS, INC.
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(Exact Name of Registrant as Specified in its Charter)
Nevada 93-1148702
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(State of Incorporation (I.R.S. Employer
or Organization) Identification No.)
9955 S.E. Washington, Suite 201
Portland, Oregon 92716
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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 debt securities and is effective class of debt securities and is to become
upon filing pursuant to General effective simultaneously with the
instruction A(c)(1) please check the effectiveness of a concurrent registration
following box. // statement under the Securities Act of
1933 pursuant to General Instruction
A(c)(2) please check the following box. //
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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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7% Convertible Subordinated Debentures American Stock Exchange
due 2005
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Securities to be Registered Pursuant to Section 12(g) of the Act:
None
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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 7% Convertible Subordinated Debentures due 2005
(the "Debentures"), of Assisted Living Concepts, Inc., a Nevada corporation
(the "Registrant"), is incorporated by reference to the information set forth
under the caption "Description of Debentures" in the Prospectus included as
part of the Registrant's registration statement on Form S-1 (No. 33-80295) in
the form in which it was filed on June 17, 1996 with the Securities and
Exchange Commission, as amended from time to time (the "Registration
Statement").
ITEM 2. EXHIBITS.
Pursuant to Instruction II of the Instructions as to Exhibits for
registration statements on Form 8-A, the documents listed below are filed as
exhibits to this Registration Statement:
1. Articles of Incorporation of the Registrant (Incorporated by
reference to the same titled exhibit to the Registrant's Registration
Statement on Form S-1, File No. 33-83938).
2. Bylaws of the Registrant (Incorporated by reference to the same
titled exhibit to the Registrant's Registration Statement on Form S-1,
File No. 33-83938).
3. Indenture, dated as of August 15, 1995, between the Company and
Harris Trust and Savings Bank, as Trustee, in respect of the
Company's 7.0% Convertible Subordinated Debentures due 2005
(Incorporated by reference to the same titled exhibit to the
Registrant's Quarterly Report on Form 10-Q for the period ended
September 30, 1995, File No. 1-83938).
4. Form of 7.0% Convertible Subordinated Debentures due 2005
(Incorporated by reference to the same titled exhibit to the
Registrant's Quarterly Report on Form 10-Q for the period ended
September 30, 1995, File No. 1-83938).
5. Registration Rights Agreement, dated as of August 2, 1995, between
the Company and the initial purchasers of its 7.0% Convertible
Subordinated Debentures due 2005 (Incorporated by reference to the
same titled exhibit to the Registrant's Quarterly Report on Form 10-Q
for the period ended September 30, 1995, File No. 1-83938).
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SIGNATURES
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, thereunto duly
authorized.
Date: March 25,1997 ASSISTED LIVING CONCEPTS, INC.
By: /s/ Stephen Gordon
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Stephen Gordon
Chief Financial Officer
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EXHIBIT INDEX
1. Articles of Incorporation of the Registrant (Incorporated by reference
to the same titled exhibit to the Registrant's Registration Statement on
Form S-1, File No. 33-83938).
2. Bylaws of the Registrant (Incorporated by reference to the same titled
exhibit to the Registrant's Registration Statement on Form S-1, File No.
33-83938).
3. Indenture, dated as of August 15, 1995, between the Company and Harris
Trust and Savings Bank, as Trustee, in respect of the Company's 7.0%
Convertible Subordinated Debentures due 2005 (Incorporated by
reference to the same titled exhibit to the Registrant's Quarterly
Report on Form 10-Q for the period ended September 30, 1995, File No.
1-83938).
4. Form of 7.0% Convertible Subordinated Debentures due 2005
(Incorporated by reference to the same titled exhibit to the Registrant's
Quarterly Report on Form 10-Q for the period ended September 30, 1995,
File No. 1-83938).
5. Registration Rights Agreement, dated as of August 2, 1995, between the
Company and the initial purchasers of its 7.0% Convertible
Subordinated Debentures due 2005 (Incorporated by reference to the
same titled exhibit to the Registrant's Quarterly Report on Form 10-Q
for the period ended September 30, 1995, File No. 1-83938).
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