SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 1999 THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Maryland 1-4141 13-1890974 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 2 Paragon Drive, Montvale, New Jersey 07645 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (201) 573-9700 None - ------------------------------------------------------------------------------- (Former name or former address, if changed since last report.) Item 7. Financial Statements and Exhibits. --------------------------------- (c) Exhibits. The following exhibits are filed with this report and incorporated by reference in this report: Number Description - ----- ----------- 1 Underwriting Agreement dated August 6, 1999 among The Great Atlantic & Pacific Tea Company, Inc. and Morgan Stanley & Co. Incorporated, Salomon Smith Barney Inc., Dain Rauscher Wessels, a division of Dain Rauscher Incorporated, and EVEREN Securities, Inc., relating to the issuance of $200,000,000 aggregate principal amount of 9 3/8% Senior Quarterly Interest Bonds Due 2039 4.2 Authorizing Resolutions relating to $200,000,000 aggregate principal amount of 9 3/8% Senior Quarterly Interest Bonds Due 2039 5.1 Opinion of Cahill Gordon & Reindel 23.2 Consent of Cahill Gordon & Reindel (included in Exhibit 5.1) 25.1 Statement of Eligibility of The Chase Manhattan Bank on Form T-1 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC. Date: August 11, 1999 By: /s/ Robert G. Ulrich -------------------------------------- Name: Robert G. Ulrich Title: Senior Vice President General Counsel & Secretary 3 EXHIBIT INDEX Number Description - ------ ----------- 1 Underwriting Agreement dated August 6, 1999 among The Great Atlantic & Pacific Tea Company, Inc. and Morgan Stanley & Co. Incorporated, Salomon Smith Barney Inc., Dain Rauscher Wessels, a division of Dain Rauscher Incorporated, and EVEREN Securities, Inc., relating to the issuance of $200,000,000 aggregate principal amount of 9 3/8% Senior Quarterly Interest Bonds Due 2039 4.2 Authorizing Resolutions relating to $200,000,000 aggregate principal amount of 9 3/8% Senior Quarterly Interest Bonds Due 2039 5.1 Opinion of Cahill Gordon & Reindel 23.2 Consent of Cahill Gordon & Reindel (included in Exhibit 5.1) 25.1 Statement of Eligibility of The Chase Manhattan Bank on Form T-1