FORM 8-A/A
(Amendment No. 1)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
TANDYCRAFTS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 75-1475224
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(State of incorporation or organization) (I.R.S. Employer
Identification No.)
1400 Everman Parkway, Fort Worth, Texas 76140
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(Address of principal executive offices) (Zip Code)
If this form relates to the If this form relates to the registration
registration of a class of debt of a class of debt securities and is to become
securities and is effective upon filing effective simultaneously with the effectiveness
pursuant to the General Instruction A(c)(1) of a concurrent registration statement under the
please check the following box. [ ] 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
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to be so registered each class is to be registered
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Rights to Purchase Common Stock, New York Stock Exchange
$1.00 Par Value
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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On March 1, 2000, the Registrant amended its Rights Agreement
originally adopted on May 19, 1997 (the "Rights Agreement") between the
Registrant and ChaseMellon Shareholder Services, L.L.C., as rights agent, to
change the rights agent to First Chicago Trust Company of New York and to
eliminate those provisions (sometimes referred to as "deadhand" provisions) that
require that certain actions may only be taken by specifically defined
continuing directors. As a result of the amendment, decisions to be made
pursuant to the original Rights Agreement by such continuing directors will now
instead be made by a majority of the whole board of directors of the Registrant.
The Registrant also entered into an Assignment and Assumption of Rights
Agreement with First Chicago Trust Company of New York in connection with the
Amendment to Rights Agreement. Copies of the Amendment to Rights Agreement and
Assignment and Assumption of Rights Agreement are included as Exhibits 4.1 and
4.2 to this registration statement and are incorporated herein by reference.
Item 2. Exhibits
4.1 Amendment to Rights Agreement, dated as of March 1, 2000, between
Tandycrafts, Inc. and First Chicago Trust Company of New York, as Rights
Agent.
4.2 Assignment and Assumption of Rights Agreement between Tandycrafts, Inc. and
First Chicago Trust Company of New York, as Rights Agent.
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SIGNATURES
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Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the Registrant has duly caused this amendment to the registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized.
TANDYCRAFTS, INC.
By: /s/ Russell L. Price
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Russell L. Price
General Counsel
Dated: March 14, 2000
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EXHIBIT INDEX
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EXHIBIT NO. DESCRIPTION
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4.1 Amendment to Rights Agreement
4.2 Assignment and Assumption Agreement
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