SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 TAM RESTAURANTS, INC. - ------------------------------------------------------------------------------ (Exact name of registrant as specified in its character) Delaware 1339055988 - ----------------------- ---------------------- (State of incorporation (IRS Employer Identifi- or organization) cation No.) 1163 Forest Avenue, Staten Island, New York 10310 - ----------------------- ----------------------- (Address of principal (Zip Code) executive offices) If this form relates to the regis- If this form relates to the regis- tration of class of securities tration of class of securities pursuant to Section 12(b) of the pursuant to Section 12(g) of the Exchange Act and is effective Exchange Act and is effective pursuant to General Instruction pursuant to General Instruction A.(c), please check the following A.(c), please check the following box |_| box |X| Securities Act registration statement file number to which this form relates: No 333-39937 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 - ------------------- ------------------------------ - ------------------------ ------------------------------ - ----------------------- ------------------------------ Securities to be registered pursuant to Section 12(g) of the Act: Common Stock, $.0001 par value - ------------------------------------------------------------------------------ (Title of Class) Redeemable Common Stock Purchase Warrants - ------------------------------------------------------------------------------ (Title of Class) 1. Description of Registrant's Securities to be Registered. ------------------------------------------------------- This Registration Statement relates to the Common Stock, par value $.0001 per share (the "Common Stock"), of TAM Restaurants, Inc., a Delaware corporation (the "Registrant") and redeemable warrants (the "Warrants"), each Warrant exercisable to purchase one share of Common Stock. For a description of the Registrant's Common Stock and Warrants to be registered hereunder, reference is made to the material set forth under the caption "Description of Securities" contained in the Registration Statement on Form SB-2 of the Registrant initially filed with the Securities and Exchange Commission on November 12, 1997 (the "Registration Statement") pursuant to the Securities Act of 1933, as amended, which material is incorporated herein by reference. 2. Exhibits. -------- 1.1 Registrant's Restated Certificate of Incorporation, as amended (incorporated by reference to Exhibits 3.1.1 and 3.1.2. to the Registrant's Registration Statement). 1.2 Registrant's By-laws (incorporated by reference to Exhibit 3.2 to the Registrant's Registration Statement). 2.1. Form of the Registrant's Common Stock Certificate (incorporated by reference to Exhibit 4.1 to the Registrant's Registration Statement). 2.2. Form of the Registrant's Warrant Certificate (incorporated by reference to Exhibit 4.4 to the Registrant's Registration Statement). 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. Dated: February 9, 1998 TAM RESTAURANTS, INC. By: /s/ Frank Cretella ---------------------