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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
ASPECT DEVELOPMENT, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 25-1622857
(State of incorporation) (I.R.S. Employer Identification No.)
1300 CHARLESTON ROAD
MOUNTAIN VIEW, CA 94043 94043
(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
to be so registered each class is to be registered
Not Applicable Not Applicable
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
Common Stock, $0.001 value
(Title of class)
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Item 1. Description of Registrant's Securities to be Registered
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The information contained in "Description of Capital Stock" in the
Registrant's Registration Statement on Form SB-2 (Commission File No. 333-3840-
LA) filed with the Securities and Exchange Commission on April 19, 1996, as
amended (the "Form SB-2 Registration Statement") is hereby incorporated by
reference.
Item 2. Exhibits
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The following exhibits are filed as part of this Registration
Statement:
1 Restated Certificate of Incorporation, incorporated by reference
to Exhibit 3.1 of the Form SB-2 Registration Statement.
2 Form of Restated Certificate of Incorporation to be filed with
the Delaware Secretary of State following the closing of the
Registrant's initial public offering, incorporated by reference
to Exhibit 3.2 of the Form SB-2 Registration Statement.
3 Bylaws, incorporated by reference to Exhibit 3.3 to the
Registrant's Form SB-2 Registration Statement.
4 Restated Rights Agreement, dated December 3, 1993, incorporated
by reference to Exhibit 4.1 to the SB-2 Registration Statement.
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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.
ASPECT DEVELOPMENT, INC.
Date: May 9, 1996
By: /s/ William Feitchmann
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William Feitchmann, Secretary
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EXHIBIT INDEX
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Exhibit Sequentially
Number Exhibit Numbered Page
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1 Restated Certificate of Incorporation, incorporated by reference to Exhibit
3.1 of the Form SB-2 Registration Statement.
2 Form of Restated Certificate of Incorporation to be filed with the Delaware
Secretary of State following the closing of the Registrant's initial public
offering, incorporated by reference to Exhibit 3.2 of the Form SB-2
Registration Statement.
3 Bylaws, incorporated by reference to Exhibit 3.3 to the Registrant's Form SB-
2 Registration Statement.
4 Restated Rights Agreement, dated December 3, 1993, incorporated by reference
to Exhibit 4.1 to the SB-2 Registration Statement.
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