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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Form 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
GROUP LONG DISTANCE, INC.
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(Exact Name of Registrant as Specified in Its Charter)
Florida 65-0213198
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(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
1451 West Cypress Creek Road, Suite 200
Fort Lauderdale, FL 33309
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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
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None None
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Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock (No par value)
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(Title of Class)
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Item 1. Description of Registrant's Securities to be Registered
The description of the Common Stock of Group Long Distance,
Inc. to be registered hereunder is set forth under the heading "Description of
Capital Stock" in the Company's Registration Statement on Form SB-2
(Registration No. 333-17681) (the "Registration Statement") originally filed by
the Company with the Securities and Exchange Commission on December 12, 1996,
which description is incorporated herein by reference.
Item 2. Exhibits
1. Articles of Incorporation of Group Long Distance,
Inc. are set forth as Exhibit 3.1 to the Registration
Statement and are incorporated herein by reference.
2. Proposed Amended and Restated Articles of
Incorporation of Group Long Distance, Inc. are set
forth as Exhibit 3.2 to the Registration Statement
and are incorporated herein by reference.
3. By-laws of Group Long Distance, Inc. are set forth as
Exhibit 3.3 to the Registration Statement and are
incorporated herein by reference.
4. Proposed Amended and Restated By-laws of Group Long
Distance, Inc. are set forth as Exhibit 3.4 to the
Registration Statement and are incorporated herein by
reference.
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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, thereunto duly authorized.
GROUP LONG DISTANCE, INC.
/s/ Gerald M. Dunne, Jr.
Date: December 27, 1996 By: ___________________________
Gerald M. Dunne, Jr.
President and Chief
Executive Officer
