8-A12B/A 1 l01362ae8va12bza.txt MORGAN'S FOODS, INC. |FORM 8-A12B/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A/A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 MORGAN'S FOODS, INC. ------------------------------------------ (Exact Name of Registrant as Specified in Its Charter) 34-0562210 Ohio ------------------- -------------------------- (IRS Employer (State of Incorporation Identification No.) or Organization) 24200 Chagrin Boulevard, Suite 126, Beachwood, Ohio 44122 --------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) 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 pursuant of the Exchange Act and is effective to General Instruction A.(c), please check the pursuant to General Instruction A.(d), following box. [X] please check the following box. [ ] --------------------------- Securities Act registration statement file number to which this form relates: Not applicable -------------- (If applicable) Securities to be registered pursuant to Section 12(b) of the Act: Name of Each Exchange Title of Each Class on Which Each Class is to be so Registered to be Registered ------------------------------- --------------------------------- Preferred Share Purchase Rights American Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act: None ---------------- (Title of Class) ---------------- ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED. The amendment to the Shareholder Rights Agreement (the "Plan") dated April 14, 2003 increased the permitted beneficial ownership of Leonard R. Stein-Sapir and his affiliates to 38% of the Company's Common Shares before he will be an Acquiring Person under the Plan. See original Form 8-A filed with the SEC on May 7, 1999 for description of registered securities. ITEM 2. EXHIBITS Exhibit 1 Amendment to Shareholder Rights Agreement (incorporated by reference from Exhibit 4.3 of the Company's Form 10-K for the fiscal year ending March 2, 2003) 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, thereunto duly authorized. MORGAN'S FOODS, INC. Date: June 9, 2003 By: /s/ Kenneth L. Hignett ---------------------- Kenneth L. Hignett Senior Vice President-Chief Financial Officer and Secretary EXHIBIT INDEX Exhibit 1 Amendment to Shareholder Rights Agreement (incorporated by reference from Exhibit 4.3 of the Company's Form 10-K for the fiscal year ending March 2, 2003)