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As filed with the Securities and Exchange Commission on June 27, 1995
Registration No. 33-
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM S-8
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
PLAYBOY ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)
Delaware 36-2258830
(State of Incorporation) (IRS Employer
Identification No.)
680 North Lake Shore Drive
Chicago, Illinois 60611
(Address of principal executive offices)
Playboy Enterprises, Inc. 1995 Stock Incentive Plan
(Full title of the Plan)
Irma Villarreal
Secretary
Playboy Enterprises, Inc.
680 North Lake Shore Drive
Chicago, Illinois 60611
(312) 751-8000
(Name, address, including zip code, and
telephone number, including area code, of agent for service)
CALCULATION OF REGISTRATION FEE
Proposed
maximum Proposed
offering maximum Amount of
Title of each class of Amount to be price aggregate registration
securities to be registered registered per share offering price fee
--------------------------------------------------------------------------------------------------------
Class B Common Stock, $.01 par value 26,250(1) $7.875(2) $206,718.75 $72
Shares
(1) Class B shares offered pursuant to stock options or other awards which
may be granted or issued in the future under the Playboy Enterprises,
Inc. 1995 Stock Incentive Plan (the "Plan") and which were not
included in the Registrant's previously filed Registration Statement
on Form S-8 (Registration No. 33-58145) related to the Plan.
(2) Calculated using the high and low prices of Class B shares in the
composite reporting system for June 22, 1995.
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PART II
Pursuant to General Instruction E to Form S-8, the contents of
the Registrant's Registration Statement on Form S-8 related to Playboy
Enterprise, Inc.'s 1995 Stock Incentive Plan (the "Plan") and filed with the
Securities and Exchange Commission on March 20, 1995 (Registration No.
33-58145) are incorporated by reference into this Registration Statement on
Form S-8 related to the Plan.
ITEM 8. EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
5.1 Opinion of Counsel
23.1 Consent of Coopers & Lybrand L.L.P.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933,
the registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-8, and has duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Chicago, State of Illinois, on June 22, 1995.
PLAYBOY ENTERPRISES, INC.
(Registrant)
By: /s/Howard Shapiro
-----------------------------------
Howard Shapiro, Executive Vice
President, Law and Administration, and
General Counsel
Pursuant to the requirements of the Securities Act of 1933,
this registration statement has been signed by the following persons in the
capacities and on the date indicated.
Signature Title Date
- --------- ----- ----
/s/Christie Hefner Chairman and Chief )
- -------------------------- Executive Officer )
Christie Hefner and Director )
(Principal Executive )
Officer) )
)
/s/David I. Chemerow Executive Vice )
- ------------------------ President, Finance and )
David I. Chemerow Operations (Principal )
Financial and Accounting )
Officer) )
)
/s/Dennis S. Bookshester Director )
- ------------------------- )
Dennis S. Bookshester )
)
/s/Robert Kamerschen Director ) June 22, 1995
- ------------------------ )
Robert Kamerschen )
)
Director )
- ---------------------------------- )
John R. Purcell )
)
/s/Sol Rosenthal Director )
- ---------------------------- )
Sol Rosenthal )
)
Director and Executive )
- ---------------------------------- Vice President )
Richard S. Rosenzweig )
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EXHIBIT INDEX
SEQUENTIALLY
EXHIBIT NUMBERED
NUMBER DESCRIPTION PAGE
------ ----------- ------------
5.1 Opinion of Counsel 5
23.1 Consent of Coopers & Lybrand L.L.P. 6
4