DALEEN TECHNOLOGIES INC
8-A12G, 1999-09-30
PREPACKAGED SOFTWARE
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<PAGE>   1
   AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON SEPTEMBER 29, 1999

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                           --------------------------

                                    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

                           --------------------------

                           DALEEN TECHNOLOGIES, INC.
             (Exact Name of Registrant as Specified in its Charter)



         DELAWARE                                             65-0944514
 (State of Incorporation                                   (I.R.S. Employer
     or Organization)                                   Identification Number)


                              902 CLINT MOORE ROAD
                           BOCA RATON, FLORIDA 33487
                                 (561) 999-8000
          (Address of Principal Executive Offices, Including Zip Code)

                           --------------------------

<TABLE>
<S>                                                    <C>
If  this  Form  relates  to the  registration  of a    If this  Form  relates  to the  registration  of a
class of  securities  pursuant to Section  12(b) of    class of  securities  pursuant to Section 12(g) of
the  Exchange  Act  and is  effective  pursuant  to    the  Exchange  Act and is  effective  pursuant  to
General   Instruction   A.(c),   please  check  the    General   Instruction  A.(d),   please  check  the
following box.        [ ]                              following box.         [X]
</TABLE>


 Securities Act registration statement file number to which this form relates:
                           Registration No. 333-82487


       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, $0.01 par value
                 ----------------------------------------------
                                (Title of Class)

THIS REGISTRATION STATEMENT CONTAINS A TOTAL OF 3 PAGES. CERTAIN EXHIBITS ARE
INCORPORATED IN THIS REGISTRATION STATEMENT BY REFERENCE TO THE REGISTRANT'S
REGISTRATION STATEMENT ON FORM S-1 FILED JULY 8, 1999 (REGISTRATION NO.
333-82487).


<PAGE>   2

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT


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

         The Registrant hereby incorporates by reference the description of the
Registrant's Common Stock, par value $0.01 per share, appearing under the
caption, "Description of Capital Stock," in the Prospectus contained in the
Registrant's Registration Statement on Form S-1, as filed with the Securities
and Exchange Commission on July 8, 1999 (Registration No. 333-82487), as such
section may be amended until the time such Registration Statement is declared
effective. The Registrant's Certificate of Incorporation and Bylaws are filed
as Exhibits 3.1 and 3.2, respectively, to the aforesaid Registration Statement
on Form S-1.

ITEM 2.           EXHIBITS.

         The following exhibits are filed as part of the Registration
         Statement.

         2(a)     Certificate of Incorporation of the Registrant (incorporated
                  by reference to Exhibit 3.1 of the Registrant's Registration
                  Statement on Form S-1 (Registration No. 333-82487) as filed
                  with the Securities and Exchange Commission on July 8, 1999).

         2(b)     Bylaws of the Registrant (incorporated by reference to Exhibit
                  3.2 of the Registrant's Registration Statement on Form S-1
                  (Registration No. 333-82487) as filed with the Securities and
                  Exchange Commission on July 8, 1999).

         2(c)     Copy of form of stock certificate for the Registrant's Common
                  Stock (incorporated by reference to Exhibit 4.2 of the
                  Registrant's Registration Statement on Form S-1 (Registration
                  No. 333-82487) as filed with the Securities and Exchange
                  Commission on July 8, 1999).


                                       2
<PAGE>   3

                                   SIGNATURES

         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.

                          DALEEN TECHNOLOGIES, INC.



                          By: /s/ Stephen M. Wagman
                              -------------------------------------------------
                              STEPHEN M. WAGMAN
                              Executive Vice President of Corporate Development


Date:  September 29, 1999



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