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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A/A
For Registration of Certain Classes of Securities Pursuant
to Section 12(b) or (g) of the Securities Exchange Act of 1934
Commission File Number 0-20975
TENGASCO, INC.
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(Exact name of Registrant as specified in its charter)
TENNESSEE 87-0267438
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
603 Main Avenue
Knoxville, Tennessee 37902
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(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:
Title of each class Name of each exchange on which
to be so registered Each class is to be registered
Common Stock, $0.001 par value American Stock Exchange
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Item 1. Description of Registrant's Securities to be Registered.
Common Stock, $0.001 par value
The holders of the common stock are entitled to one vote per
share on each matter submitted to a vote at any meeting of stockholders. Shares
of common stock do not carry cumulative voting rights, and therefore, a majority
of the shares of outstanding common stock will be able to elect the entire Board
of Directors and, if they do so, minority stockholders would not be able to
elect any persons to the Board of Directors. The Company's Bylaws provide that a
majority of the issued and outstanding shares of the Company shall constitute a
quorum for stockholders meetings except with respect to certain matters for
which a greater percentage quorum is required by statute or the by-laws.
Stockholders of the Company have no preemptive rights to
acquire additional shares of common stock or other securities. The common stock
is not subject to redemption and carries no subscription or conversion rights.
In the event of liquidation of the Company, the shares of common stock are
entitled to share equally in corporate assets after satisfaction of all
liabilities and preference payments to holders of preferred stock. Holders of
common stock are entitled to receive such dividends as the Board of Directors
may from time to time declare out of funds legally available for the payment of
dividends. The Company seeks growth and expansion of its business through the
reinvestment of profits, if any, and does not anticipate that it will pay
dividends in the foreseeable future.
The Board of Directors has the authority to issue the
authorized but unissued shares of common stock without action by the
stockholders. The issuance of such shares would reduce the percentage ownership
held by existing shareholders and may dilute the book value of their shares.
There are no provisions in the Bylaws or Articles of
Incorporation of the Company which would delay, defer or prevent a change in
control of the Company.
Item 2 Exhibits.
The following documents which were previously filed with the Securities
and Exchange Commission are being filed with the American Stock Exchange, but
are not being filed herewith:
Exhibit A - Annual Report on Form 10-KSB for the fiscal year ended
December 31, 1998
Exhibit B - Quarterly Report on Form 10-QSB for the period ended
March 31, 1999
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Exhibit C - Quarterly Report on Form 10-QSB for the period ended
June 30, 1999
Exhibit D - Quarterly Report on Form 10-QSB for the period ended
September 30, 1999
Exhibit E - Proxy Statement for 1999 Annual Meeting
Exhibit F - Registrant's Corporate Charter
Exhibit G - Registrant's By-Laws
Exhibit H - Specimen of Common Stock, $0.001 par value
Exhibit I - Registrant's 1999 Annual report
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities and
Exchange Act of 1934, the Registrant has duly caused this registration statement
to be signed on its behalf by the undersigned, thereto duly authorized.
Dated: December 14, 1999
Tengasco, Inc.
By: /s/ Terry W. Piesker
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Terry W. Piesker,
President
