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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-A/A-1
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
C3, INC.
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(Exact name of registrant as specified in its charter)
North Carolina 56-0308470
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(State of incorporation or organization) (I.R.S. Employer
Identification No.)
3800 Gateway Boulevard, Suite 310, Morrisville, North Carolina 27560
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(Address of principal executive offices) (Zip Code)
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
None
If this Form relates to the registration of a class of securities
pursuant to Section 12(b) of the Exchange Act and is effective pursuant to
General Instruction A.(c), check the following box. [ ]
If this Form relates to the registration of a class of securities
pursuant to Section 12(g) of the Exchange Act and is effective pursuant to
General Instruction A.(d), check the following box. [X]
Securities Act registration statement file number
to which this form relates: 333-36809
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
Common Stock, No Par Value
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(Title of class)
Warrants
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(Title of class)
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Item 1. Description of Registrant's Securities to be Registered.
The information required by Item 1 is incorporated herein by reference
to the cover page of the Prospectus (the "Prospectus") included in the
Registrant's Registration Statement on Form S-1 initially filed with the
Commission on September 30, 1997, as amended (File No. 333-36809) (the
"Registration Statement"), and the information contained under the headings
"Description of Capital Stock" and "Underwriting" of the Prospectus.
Item 2. Exhibits
The following exhibits are filed as a part of this registration
statement:
3.1* Amended and Restated Articles of Incorporation of C3, Inc.
3.2* Amended and Restated Bylaws of C3, Inc.
4.1* Specimen Certificate of Common Stock
4.2* Form of Representative's Warrant
* Incorporated by reference to the exhibits of the same number to the
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 Amendment No. 1 to the
registration statement to be signed on its behalf by the undersigned, thereto
duly authorized.
Date: November 12, 1997
C3, INC.
By: /s/ Jeff N. Hunter
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Jeff N. Hunter
President