form8a12b06898_02222008.htm
 
UNITED STATES
 
SECURITIES AND EXCHANGE COMMISSION
 
WASHINGTON, DC 20549
 
____________________
 
FORM 8-A12B
 
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934

WESTERN SIZZLIN CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
 
Delaware
86-0723400
(State of Incorporation or Organization)
(I.R.S. Employer Identification no.)
   
416 South Jefferson Street, Suite 600
Roanoke, Virginia
24011
(Address of Principal Executive Offices)
(Zip Code)
   
Securities to be registered pursuant to Section 12(b) of the Act:
 
Title of each class
to be so registered
  
Name of each exchange on which
each class is to be registered
Common Stock, par value $0.01 per share
  
The NASDAQ Stock Market LLC
     
     
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), please check the following box. ý
  
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), please check the following box. ¨
 
 
Securities Act registration statement file number to which this form relates:
  
 
(If applicable)
 
Securities to be registered pursuant to Section 12(g) of the Act:
 
None
(Title of Class)
 
 
(Title of Class)

 
 
Item 1.
Description of Registrant’s Securities to Be Registered.
 
A description of the common stock of Western Sizzlin Corporation (the “Company”), par value $0.01 per share, to be registered hereunder is set forth under the caption “Description of Western Capital Stock” in the prospectus that constitutes a part of the Registrant’s Registration Statement on Form S-4, File No. 333-148349 (the “Registration Statement”), initially filed with the U.S. Securities and Exchange Commission on December 27, 2007, as subsequently amended by any amendments to such Registration Statement.  Such Registration Statement, as amended, is hereby incorporated by reference herein.
 
Item 2.
Exhibits.
 
Exhibit No.
Description
            
3.1
Restated Certificate of Incorporation, dated December 1, 1995 (1)
 
3.2
Certificate of Amendment to Restated Certificate of Incorporation, dated June 22, 1999 (1)
 
3.3
Certificate of Amendment to Restated Certificate of Incorporation, dated September 30, 2003 (1)
 
3.4
Certificate of Amendment to Restated Certificate of Incorporation, dated July 31, 2006 (1)
 
3.5
Certificate of Amendment to Restated Certificate of Incorporation, dated July 2, 2007 (1)
 
3.6
Restated Bylaws (2)
 
3.7
Amendment No. 1 to Restated Bylaws (2)
 
3.8
Amendment No. 2 to Restated Bylaws (2)
 
_________________
 
(1)
Incorporated by reference to the exhibits included with our quarterly report on Form 10-Q for the quarter ended June 30, 2007, filed with the SEC on August 14, 2007.
 
(2)
Incorporated by reference to the exhibits included with our annual report on Form 10-K for the fiscal year ended December 31, 2005, filed with the SEC on April 6, 2006.
 

 
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: February 22, 2008
WESTERN SIZZLIN CORPORATION
   
   
 
By:
  /s/ Robyn B. Mabe
   
Name:
Robyn B. Mabe
   
Title:
Vice President and Chief Financial Officer
 

 
 
EXHIBIT INDEX
 
Exhibit No.
Description
            
3.1
Restated Certificate of Incorporation, dated December 1, 1995 (1)
 
3.2
Certificate of Amendment to Restated Certificate of Incorporation, dated June 22, 1999 (1)
 
3.3
Certificate of Amendment to Restated Certificate of Incorporation, dated September 30, 2003 (1)
 
3.4
Certificate of Amendment to Restated Certificate of Incorporation, dated July 31, 2006 (1)
 
3.5
Certificate of Amendment to Restated Certificate of Incorporation, dated July 2, 2007 (1)
 
3.6
Restated Bylaws (2)
 
3.7
Amendment No. 1 to Restated Bylaws (2)
 
3.8
Amendment No. 2 to Restated Bylaws (2)
 
_________________
 
(1)
Incorporated by reference to the exhibits included with our quarterly report on Form 10-Q for the quarter ended June 30, 2007, filed with the SEC on August 14, 2007.
 
(2)
Incorporated by reference to the exhibits included with our annual report on Form 10-K for the fiscal year ended December 31, 2005, filed with the SEC on April 6, 2006.