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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
E*TRADE Group, Inc.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Delaware 94-2844166
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NUMBER)
Four Embarcadero Place
2400 Geng Road
Palo Alto, California 94303
(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, par value $0.01 per share
(TITLE OF CLASS)
1.
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ITEM 1. Description of Registrant's Securities to be Registered.
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The description of the common stock, $0.01 par value (the "Common
Stock"), of E*TRADE Group, Inc. (the "Registrant") is incorporated herein by
reference to the section entitled "Description of Capital Stock" in the
Company's registration statement, as amended, on Form S-1 (File No. 333-05525)
(the "Company's Registration Statement") filed under the Securities Act of 1933,
as amended. In the event that the Registrant subsequently files a prospectus
pursuant to Rule 424(b) under the Securities Act, the description of the Common
Stock of the Registrant shall be deemed to be incorporated by reference to the
section entitled "Description of Capital Stock" in such prospectus and not
deemed to be incorporated by reference to the Company's Registration Statement.
ITEM 2. Exhibits.
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EXHIBIT
NUMBER DESCRIPTION
- ------ -----------
1.1 Specimen of Common Stock Certificate - incorporated herein by
reference to Exhibit 4.1 of the Company's Registration Statement.
2.1 Restated Certificate of Incorporation, as amended - incorporated
herein by reference to Exhibit 3.3 to the Company's Registration
Statement.
2.2 Restated Bylaws - incorporated herein by reference to Exhibit 3.4 to
the Company's Registration Statement.
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.
E*TRADE GROUP, INC.
Date: July 1, 1996
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By: /s/ Christos M. Cotsakos
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Christos M. Cotsakos, President
and Chief Executive Officer
2.
