Spectrum Organic Products Inc – ‘8-A12G’ on 3/13/97

As of:  Thursday, 3/13/97   ·   Accession #:  912057-97-8683   ·   File #:  0-22231

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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      Registration of a Class of Securities                  3     12K 

Document Table of Contents

8-A12G
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      FORM 8-A

      SECURITIES AND EXCHANGE COMMISSION
       Washington, D.C.  20549

       FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
       PURSUANT TO SECTION 12(b) OR (g) OF THE
       SECURITIES EXCHANGE ACT OF 1934

       ORGANIC FOOD PRODUCTS, INC.
      (Exact name of registrant as specified in its charter)

       CALIFORNIA                                   84-3076294
         (State (jurisdiction) of                   (IRS Employer Identification
incorporation or organization)                           Number)    

550 MONTEREY ROAD                                     
MORGAN HILL, CALIFORNIA  95037                                      
  (408) 782-1133                                   95037
(Address of principal executive offices)                    (Zip Code)        

If this Form relates to the registration of a class of debt securities  
and  is effective upon filing pursuant to General Instruction A.(c)(1),         
please check  the following box.  [  ]                                          

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

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:  Common       
Stock, no par value                                                             

8-A12G
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DESCRIPTION OF SECURITIES     

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

Registrant's Registration Statement on Form SB-2 under the Securities Act 
of 1933, No. 333-22997, filed on March 7, 1997 and as amended from time to      
time thereafter, is incorporated herein by reference, including specifically,   
"Description of Securities", contained therein.                                 

ITEM 2. EXHIBITS                                                                

   1.   1.1 Specimen Certificate for No Par Value Common Stock of the Registrant

 2.   Articles of Incorporation, as amended, of Registrant, filed as Exhibit
    3.01 to the Registration Statement on Form SB-2 under the Securities
   Act of 1933, No. 333-22997, filed on March 7, 1997 and incorporated
herein by reference.                                            

3.   Bylaws of Registrant, as amended, filed as Exhibit 3.02 to the       
     Registration Statement on Form SB-2 under the Securities Act of 1933,
No. 333-22997, filed on March 7, 1997 and incorporated herein by
reference.                                                      

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.               

                                               ORGANIC FOOD PRODUCTS, INC.

                                        By /s/ Floyd R. Hill
                                                ------------------------
                                        Floyd  R. Hill
                                                 Chief Executive Officer

Date:   March 11, 1997                                                          

8-A12G
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ORGANIC   
FOOD PRODUCTS, INC.   
INCORPORATED UNDER THE LAWS OF THE STATE OF CALIFORNIA  

THIS CERTIFIES THAT              -SPECIMEN-                 CUSIP #_____________

IS THE OWNER OF                                                                 

FULLY PAID AND NON-ASSESSABLE COMMON STOCK, NO PAR VALUE, OF  

ORGANIC FOOD PRODUCTS, INC. 

TRANSFERABLE ON THE BOOKS OF THE COMPANY BY THE HOLDER HEREOF IN PERSON OR BY   
DULY AUTHORIZED ATTORNEY UPON SURRENDER OF THIS CERTIFICATE PROPERLY            
ENDORSED.  THIS CERTIFICATE AND THE SHARES REPRESENTED HEREBY ARE ISSUED AND    
SHALL BE SUBJECT TO ALL THE PROVISIONS OF THE ARTICLES OF INCORPORATION, TO     
ALL OF WHICH THE HOLDER BY ACCEPTANCE HEREBY ASSENTS.                           

IN WITNESS WHEREOF, THE SAID COMPANY HAS CAUSED THIS CERTIFICATE TO BE SIGNED   
IN FACSIMILE BY ITS DULY AUTHORIZED OFFICERS AND THE FACSIMILE SEAL OF THE      
COMPANY TO BE DULY AFFIXED HERETO.                                              

DATED:                                                                          

SECRETARY                                                PRESIDENT              

ORGANIC FOOD PRODUCTS, INC. CALIFORNIA CORPORATE SEAL 

COUNTERSIGNED:                                                                  
CORPORATE STOCK TRANSFER, INC.                                                  
370-17TH STREET, SUITE 2350, DENVER, COLORADO 80202                             
BY                                                                              
-----------------------------------                                         
TRANSFER AGENT AUTHORIZED SIGNATURE                                         

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘8-A12G’ Filing		Date		First		Last			Other Filings
Filed on:		3/13/97
		3/11/97		2
		3/7/97		2					SB-2
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