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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 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
OneWave, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 04-3249618
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(State of incorporation or organization) (I.R.S. Employer Identification No.)
One Arsenal Marketplace, Watertown, MA 02172
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(Address of principal executive offices) (Zip Code)
If this Form relates to the If this Form relates to the
registration of a class of debt registration of a class of debt
securities and is effective upon filing securities and is to become
pursuant to General Instruction A(c)(1) effective simultaneously with
please check the following box. [_] 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:
Name of each exchange on
Title of Class to be so registered which each class is to be registered
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Not Applicable Not Applicable
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $.001 par value
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(Title of Class)
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered
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A description of the Common Stock of OneWave, Inc. (the "Registrant") is set
forth in the information provided under "Description of Capital Stock" in the
Prospectus forming part of the Form S-1 Registration Statement, filed under the
Securities Act of 1933, as amended, with the Securities and Exchange Commission
on May 22, 1996, as amended on June 13, 1996 and June 25, 1996, No. 333-04235
(the "Registration Statement"), which information is incorporated by reference
herein.
Item 2. Exhibits
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(1) The Registration Statement (incorporated by reference).
(2) Second Amended and Restated Certificate of Incorporation of
Registrant (incorporated herein by reference to Exhibit 3.3 filed
with the Registration Statement).
(3) Form of Third Amended and Restated Certificate of Incorporation of
Registrant (incorporated herein by reference to Exhibit 3.4 filed
with the Registration Statement).
(4) Form of Amended and Restated By-laws of Registrant (incorporated
herein by reference to Exhibit 3.6 filed with the Registration
Statement).
(5) Specimen of Registrant's Common Stock certificate (incorporated
herein by reference to Exhibit 4.1 filed with the Registration
Statement).
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SIGNATURE
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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, thereto duly authorized.
ONEWAVE, INC.
By: /s/ Craig Newfield
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Craig Newfield
General Counsel and Secretary
July 2, 1996
