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): August 5, 2008
CAPITAL PROPERTIES, INC.
(Exact name of registrant as specified in its charter)
Rhode Island
(State or other jurisdiction of incorporation)
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| 0-9380
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05-0386287 |
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(IRS Employer Identification Number) |
100 Dexter Road, East Providence, Rhode Island 02914
(Address of principal executive offices)
(401) 435-7171
(Registrant’s telephone number, including area code)
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 obli-
gation of the registrant under any of the following provisions (see General Instruction A.2.
below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 8.01. Other Events
On August 5, 2008, Capital Properties, Inc. (the “Company”) issued a press release and sent a
letter to shareholders in which it announced that on July 29, 2008, the Board of Directors of the
Company unanimously approved a reverse stock split with the intended goal of facilitating a going
private transaction. Copies of the press release and letter to shareholders are attached hereto as
Exhibit 99.1 and Exhibit 99.2, respectively, and are incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits
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| Exhibit No. |
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Exhibit |
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99.1
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Press Release dated August 5, 2008 |
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99.2
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Letter to Shareholders dated August 5, 2008 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the
Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
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CAPITAL PROPERTIES, INC.
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By: |
/s/ Barbara J. Dreyer
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Barbara J. Dreyer |
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Treasurer |
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Date: August 5, 2008