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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(B) OR (G) OF THE
SECURITIES EXCHANGE ACT OF 1934
BLACK ROCK GOLF CORPORATION
(Exact name of Registrant as specified in its charter)
DELAWARE 84-1336891
(State of incorporation or (I.R.S. Employer Identification No.)
organization)
6786 SOUTH REVERE PARKWAY, SUITE 150 D, ENGLEWOOD, COLORADO 80112
(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
TITLE OF EACH CLASS NAME OF EACH EXCHANGE ON WHICH EACH CLASS
TO BE SO REGISTERED IS TO BE REGISTERED
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Common Stock, $.001 par value Boston Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $.001 par value
(Title of class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
Incorporated by reference to the information set forth under the heading
"Description of Securities" contained in the Registrant's Registration Statement
on Form SB-2 (File No. 333-4890-D) (the "Form SB-2"), as amended, and the same
information to be set forth in the form of prospectus (the "Preliminary
Prospectus") that will be filed pursuant to Rule 424(b) under the Securities Act
shall also be incorporated by reference herein.
ITEM 2. EXHIBITS
The following exhibits are filed as a part of this Registration Statement:
1.* Information set forth under the heading "Description of Capital Stock"
in the Form SB-2, as amended;
2.** Specimen Certificate for Common Stock;
3.*** Certificate of Incorporation of the Registrant; and
4.**** By-Laws of the Registrant.
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* Incorporated by reference to the information set forth under the heading
"Description of Capital Stock" in the Form SB-2, as amended, and the
Preliminary Prospectus.
** Incorporated by reference to Exhibit 4.1 to the Form SB-2 filed with the
Securities and Exchange Commission (the "Commission") on May 24, 1996.
*** Incorporated by reference to Exhibit 3.1 to the Form SB-2 filed with the
Commission on May 24, 1996.
**** Incorporated by reference to Exhibit 3.2 to the Form SB-2 filed with the
Commission on May 24, 1996.
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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.
Date: July 15, 1996
BLACK ROCK GOLF CORPORATION:
By: /s/ JACKSON D. RULE, JR.
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Jackson D. Rule, Jr.
PRESIDENT AND CHIEF EXECUTIVE
OFFICER
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