AV Homes, Inc. – ‘8-A12G’ on 1/27/98

As of:  Tuesday, 1/27/98   ·   Accession #:  950123-98-582   ·   File #:  0-07616

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Registration of a Class of Securities   —   Form 8-A
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-A12G      Avatar Holdings Inc.                                   3     12K 

Document Table of Contents

8-A12G
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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

AVATAR HOLDINGS INC.
(Exact name of registrant as specified in its charter)

          Delaware                                          29-1739078
(State of incorporation or organization)                       (IRS Employer    
                                                             Identification No.)

255 Alhambra Circle, Coral Gables, Florida                         33134        
(Address of principal executive offices)                       (Zip Code)   

If this Form relates to the               If this Form relates to the         
registration of a class of debt           registration of a class of debt     
 securities and is effective upon filing   securities and is to become effective
 pursuant to General Instruction           simultaneously with the effectiveness
A(c)(1) please check the                  of a concurrent registration        
following box.  [ ]                       statement under the Securities      
                                     Act of 1933 pursuant to General
                                      Instruction A(c)(2) please check
                             the following box.  [ ]

Securities Act registration statement file number to which this form relates:   
333-41923                                                                       

Securities to be registered pursuant to Section 12(b) of the Act:  None.        

Securities to be registered pursuant to Section 12(g) of the Act:               

Convertible Subordinated Notes due 2005,
convertible into Common Stock, $1.00 par value
(Title of class)

8-A12G
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ITEM 1.      DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.           

       The Registrant hereby incorporates by reference the
description of the Convertible Subordinated Notes due 2005 set forth under the  
caption "Description of the Notes" on pages 40 to 48 of the Prospectus contained
in Amendment No.2 to the Registrant's Registration Statement on Form S-3 as     
filed with the Securities and Exchange Commission (the "Commission") on January 
27, 1998.                                                                       

ITEM 2.      EXHIBITS.                                                          

                 The securities described herein are to be registered pursuant
to Section 12(g) of the Securities Exchange Act of 1934 on an exchange on which 
other securities of the Registrant are currently registered. In accordance with 
Part II to the instructions regarding exhibits on Form 8-A, except as otherwise 
indicated, the following exhibits are incorporated herein by reference to the   
identically numbered exhibits contained in Amendment No.2 to the Registration   
Statement on Form S-3 filed with the Commission on January 27, 1998:            

       4.1      Form of Indenture between Avatar Holdings Inc. and The Chase
               Manhattan Bank, as Trustee, in respect of the Company's __%
Convertible Subordinated Notes due 2005.    

         4.2      Form of Convertible Subordinated Note (included in the Form of
Indenture).                                 

      4.3      Certificate of Incorporation, as amended -- incorporated by
               reference to Exhibit 3(a) to the Registrant's Form 10-K for
       the year ended December 31, 1986 (File No. 0-7616).

4.4      By-laws, as amended and restated February 13, 1997 --
                 incorporated by reference to Exhibit 3(b) to the Registrant's
            Form 10-K for the year ended December 31, 1996 (File No.
0-7616).                                    

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8-A12G
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 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.       

                                AVATAR HOLDINGS INC.

Date:  January 26, 1998                       By:  /s/ JUANITA I. KERRIGAN      
                                           -------------------------
                                           Juanita I. Kerrigan
                                                    Vice President and Secretary

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Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘8-A12G’ Filing		Date		First		Last			Other Filings
Filed on:		1/27/98		2					S-3/A
		1/26/98		3
		2/13/97		2
		12/31/96		2					10-K405
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