SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 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 MICHIGAN BREWERY, INC. (Exact Name of Registrant as Specified in its Charter) MICHIGAN 38-3196031 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 1999 WALDEN DRIVE GAYLORD, MICHIGAN 49735 (Address of prinicipal executive offices) (Zip Code) If this Form relates to the registration of a class of debt securities and is effective upon filing pursuant to General Instruction A(c)(1) please check the following box. [ ] If this Form relates to the registration of a class of debt securities and is to become effective simultaneously with the effectiveness of a concurrent registration statement under the Securities Act of 1933 pursuant to General Instruction A(c)(2) please check the following box. [ ] 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 None None Securities to be registered pursuant to Section 12(g) of the Act: Units, each consisting of one share of Common Stock, $.01 par value, and one Class A Warrant to purchase one share of Common Stock. (Title of Class) Common Stock, $.01 par value per share, issuable upon exercise of the Class A Warrants. (Title of Class) ITEM I. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED. This Registration Statement relates to the Units and the Common Stock, $.01 par value, of the Registrant. A description of the Registrant's Securities is contained in the Prospectus under the caption "Description of Securities", which is a part of the Registrant's Registration Statement on Form SB-2 (Registration Statement No. 333-3548), filed with the Securities and Exchange Commission (the "Commission") on April 15, 1996 and the Exhibits thereto, as amended, all of which are incorporated herein by reference. Such description will also be included in the form of Prospectus subsequently filed by the Registrant pursuant to Rule 424(b), which Prospectus shall, upon filing, be deemed to be incorporated by reference herein. ITEM II. EXHIBITS I. The following exhibits have heretofore been filed with the Commission and are incorporated herein by reference. A. Restated Articles of Incorporation, Exhibit 3.1 to Registrant's Registration Statement on Form SB-2 filed April 15, 1996 (File No. 333-3548), as amended by Amendment No. 1 thereto filed with the Commission on May 24, 1996 and by Amendment No. 2 thereto filed with the Commission on June 12, 1996. B. Amended and Restated Bylaws, Exhibit 3.2 to Registrant's Registration Statement on Form SB-2 filed April 15, 1996 (File No. 333-3548), as amended by Amendment No. 1 thereto filed with the Commission on May 24, 1996 and by Amendment No. 2 thereto filed with the Commission on June 12, 1996. C. Specimen Form of the Company's Common Stock Certificate, Exhibit 4.1 to Registrant's Registration Statement on Form SB-2 filed April 15, 1996 (File No. 333-3548), as amended by Amendment No. 1 thereto filed with the Commission on May 24, 1996 and by Amendment No. 2 thereto filed with the Commission on June 12, 1996. D. Form of Warrant Agreement (including Form of Redeemable Class A Warrant), Exhibit 4.2 to Registrant's Registration Statement on Form SB-2 filed April 15, 1996 (File No. 333-3548), as amended by Amendment No. 1 thereto filed with the Commission on May 24, 1996 and by Amendment No. 2 thereto filed with the Commission on June 12, 1996. II. The following exhibits have heretofore been filed with The Nasdaq Stock Market, Inc.: A. Registration Statement on Form SB-2 (File No. 333-3548) filed with the Commission on April 15, 1996. B. Amendment No. 1 to the Registration Statement on Form SB-2 (File No. 333-3548) filed with the Commission on May 24, 1996. C. Amendment No. 2 to the Registration Statement on Form SB-2 (File No. 333-3548) filed with the Commission on June 12, 1996. 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. Dated: June 7, 1996 MICHIGAN BREWERY, INC. /s/ William F. Rolinski William F. Rolinski President, Chief Executive Officer and Director