WEBSECURE INC
8-A12G, 1996-10-30
COMPUTER PROCESSING & DATA PREPARATION
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-A

                FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                     PURSUANT TO SECTION 12(B) OR (G) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


                                 WebSecure, Inc.
             (Exact name of registrant as specified in its charter)

          Delaware                                       04-3296069
(State of incorporation or organization)    (I.R.S. Employer Identification No.)

1711 Broadway, Saugus, Massachusetts                       01906
(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

         None

Securities to be registered pursuant to Section 12(g) of the Act:

            Common Stock, $.01 par value per share
                                (Title of class)

            Redeemable Common Stock Purchase Warrants
                                (Title of class)








                 INFORMATION REQUIRED IN REGISTRATION STATEMENT


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

         Common Stock

         The  capital  stock  of  WebSecure,   Inc.  (the  "Registrant")  to  be
registered  is the  Registrant's  Common  Stock,  $.01 par value per share  (the
"Common Stock"). A description of the Common Stock comparable to the description
required  here  has  been  previously  filed  on  September  11,  1996  with the
Securities and Exchange Commission (the "Commission") in the Registrant's filing
of a Registration  Statement on Form SB-2 (the "Form SB-2") under the Securities
Act of 1933 (Registration No. 333-11751) as amended on October 25, 1996.

         Redeemable Warrants

         The Redeemable  Warrants of the Registrant to be registered  hereby are
the  Registrant's  Redeemable  Common  Stock  Purchase  Warrants,  each of which
entitles the holder thereof to purchase one share of Common Stock at an exercise
price of $9.60  per  share  (the  "Warrants").  A  description  of the  Warrants
comparable to the description  required here has also been previously filed with
the Commission in the Form SB-2.

ITEM 2.  EXHIBITS.

         The following  exhibits  required by  Instruction I to Item 2 have been
filed  as  exhibits  to the  Registrant's  Form  SB-2  and are  incorporated  by
reference herein.

          Exhibit
            No.                                      Title
          -------                                    -----
          
            3a             Certificate of  Incorporation  of the Company,  dated
                           September   1995  with   Amendments   thereto   dated
                           September  1995,  December  1995 and March 1996 and a
                           Certificate of Correction dated June 1996.

            3b             Bylaws.

            4b             Specimen Stock Certificate.

            4d             Form of Warrant  Agreement  between  the  Company and
                           American  Securities  Transfer & Trust,  Incorporated
                           (includes Specimen Warrant Certificate).






                                    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.

                                             WEBSECURE, INC.



                                             By:/s/ Robert Kuzara
                                             --------------------------------
                                                Robert Kuzara, President and
                                                Chief Executive Officer

Date:  October 30, 1996




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