UNITED STATES
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) April 4, 2005
American Land Lease, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 1-09360 | 84-103876 | ||
| (State or other jurisdiction of incorporation or organization) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
| 29399 U.S. Hwy 19 North, Suite 320, Clearwater, FL |
33761 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code (727) 726-8868
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.03 Amendment to Articles of Incorporation or Bylaws.
On April 4, 2005, American Land Lease, Inc. (the “Company”) adopted Fourth Amended and Restated Bylaws. The bylaws, as amended, permit the issuance and transfer of uncertificated shares of the Company’s stock. A copy of Fourth Amended and Restated Bylaws is filed as Exhibit 3.1 to this report and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| (c) | Exhibits. |
The following exhibits are filed with this report:
| Exhibit Number |
Description | |
| 3.1 | Fourth Amended and Restated Bylaws. |
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SIGNATURE
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 hereunto duly authorized.
| AMERICAN LAND LEASE, INC. | ||||
| Date: April 4, 2005 | By: | /s/ Shannon E. Smith | ||
| Shannon E. Smith | ||||
| Chief Financial Officer | ||||
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EXHIBIT INDEX
| Exhibit Number |
Description | |
| 3.1 | Fourth Amended and Restated Bylaws. |
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