-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UYq4mg5GKIKI7L0Z/u0tNTjDuuT3VtJk7sjghAKa44ZYJypeibUpgxRhGsBZx4Uw nvX7+6g/bXBPgvEPErUElw== 0001047469-98-043877.txt : 19981215 0001047469-98-043877.hdr.sgml : 19981215 ACCESSION NUMBER: 0001047469-98-043877 CONFORMED SUBMISSION TYPE: 8-A12B/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19981214 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AUDIO HIGHWAY-COM CENTRAL INDEX KEY: 0001030108 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 770377306 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B/A SEC ACT: SEC FILE NUMBER: 001-14697 FILM NUMBER: 98768955 BUSINESS ADDRESS: STREET 1: 20600 MARIANI AVE STREET 2: 408-255-5301 CITY: CUPERTINO STATE: CA ZIP: 95014 BUSINESS PHONE: 4082555301 MAIL ADDRESS: STREET 1: 20600 MARIANI AVENUE CITY: CUPERTINO STATE: CA ZIP: 95014 8-A12B/A 1 8-A12B/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 --------------- PRE-EFFECTIVE AMENDMENT NO. 1 to 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 AUDIOHIGHWAY.COM (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) CALIFORNIA 77-0377306 (STATE OF INCORPORATION OR ORGANIZATION) (I.R.S. EMPLOYER IDENTIFICATION NUMBER) 20600 MARIANI AVENUE, CUPERTINO, CALIFORNIA 95014 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: Boston Stock Exchange: Common Stock, No Par Value Common Stock Purchase Warrants 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), check the following box. /X/ 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), check the following box. / / Securities Act registration statement file number to which this form relates: 333-59823 SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: None ---------------- (Title of class) ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED The information required by Item 1 is incorporated herein by reference to the cover page of the Prospectus (the "Prospectus") included in the Registrant's Registration Statement on Form SB-2 initially filed with the Commission on July 24, 1998, as amended from time to time thereafter (File No. 333-59823) (the "Registration Statement"), and the information contained under the heading "Description of Securities" in the Prospectus. ITEM 2. EXHIBITS The following exhibits are filed as a part of this registration statement: 3.1.1* Articles of Incorporation of the Registrant, as amended and currently in effect 3.1.2* Certificate of Amendment of Articles of Incorporation of the Registrant 3.1.3* Certificate of Amendment of Articles of Incorporation of the Registrant 3.1.4* Certificate of Amendment of Articles of Incorporation of the Registrant 3.2* Bylaws of the Registrant 4.1* Specimen Common Stock Certificate 4.2* Form of Warrant Agreement between the Registrant and U.S. Stock Transfer Corporation, as Warrant Agent 4.4* Specimen Warrant Certificate
- ------- *Incorporated by reference to the exhibit of the same number to the Registration Statement. 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. Date: December 14, 1998 audiohighway.com By: /S/ NATHAN M. SCHULHOF ------------------------------ Nathan M. Schulhof President and Chief Executive Officer -----END PRIVACY-ENHANCED MESSAGE-----