RECOVERY NETWORK INC
8-A12G, 1997-07-31
MOTION PICTURE & VIDEO TAPE PRODUCTION
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                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 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


                           The Recovery Network, Inc.
             (Exact Name of Registrant as Specified in its Charter)


       Colorado                                                 39-173-1029
(State of Incorporation                                      (I.R.S. Employer
   or Organization)                                       Identification Number)

1411 5th Street, Suite 250
 Santa Monica, California                                           90401
  (Address of Principal                                           (Zip Code)
   Executive Offices)


If this Form relates to the  registration  of a class of debt  securities and is
effective upon filing pursuant to General  Instruction  A(c)(1) please check the
following  box.  If this Form  relates  to the  registration  of a class of debt
securities and is to become effective simultaneously with 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: None

Securities to be registered pursuant to Section 12(g) of the Act:

                     Common Stock, $.01 par value per share
                  Redeemable warrants to purchase Common Stock
                                (Title of Class)




<PAGE>



ITEM 1.    DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.

           Information  required  by this Item 1  relating  to the  Registrant's
securities is set forth in the sections captioned "Description of Securities" in
the prospectus included in the Registrant's  Registration Statement, as amended,
on  Form  SB-2  (File  No.  333-37787)  (the  "Registration   Statement").   The
prospectus,  containing such information, to be filed by the Registrant pursuant
to Rule 424(b) under the  Securities  Act of 1933,  as amended (the  "Securities
Act"), is incorporated herein by reference.

ITEM 2.    EXHIBITS.

           1.1        The section  captioned  "Description of Securities" is set
                      forth  in the  prospectus  included  in  the  Registration
                      Statement  and  incorporated  herein  by  reference.   The
                      prospectus,  containing such  information,  to be filed by
                      the   Registrant   pursuant  to  Rule  424(b)   under  the
                      Securities Act is incorporated herein by reference.

           3.1        Articles  of  Incorporation  of  the  Company.  (Filed  as
                      Exhibit 3.1 to the Registration Statement and incorporated
                      herein by reference.)

           3.2        By-laws  of the  Company.  (Filed  as  Exhibit  3.2 to the
                      Registration   Statement   and   incorporated   herein  by
                      reference.)

           4.1        Specimen  Certificate of the Company's Common Stock (Filed
                      as  Exhibit  4.2  to  the   Registration   Statement   and
                      incorporated herein by reference.)

           4.2        Form of  Warrant  Agreement,  including  form  of  Warrant
                      (Filed as Exhibit 4.2 to the  Registration  Statement  and
                      incorporated herein by reference.)



                                       -2-

<PAGE>






                                    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.

                                        THE RECOVERY NETWORK, INC.


Dated: July 31, 1997                    By: /S/ William D. Moses
                                           -----------------------
                                           William D. Moses
                                           President and Chief Executive Officer




                                      -3-

<PAGE>


                                  EXHIBIT INDEX

           1.1        The section  captioned  "Description of Securities" is set
                      forth  in the  prospectus  included  in  the  Registrant's
                      Registration Statement, as amended, on Form SB-2 (File No.
                      333-37787) (the "Registration Statement") and incorporated
                      herein  by  reference.  The  prospectus,  containing  such
                      information,  to be filed by the  Registrant  pursuant  to
                      Rule  424(b)  under  the  Securities  Act is  incorporated
                      herein by reference.

           3.1        Articles  of  Incorporation  of  the  Company.  (Filed  as
                      Exhibit 3.1 to the Registration Statement and incorporated
                      herein by reference.)

           3.2        By-laws  of the  Company.  (Filed  as  Exhibit  3.2 to the
                      Registration   Statement   and   incorporated   herein  by
                      reference.)

           4.1        Specimen  Certificate of the Company's Common Stock.(Filed
                      as  Exhibit  4.1  to  the   Registration   Statement   and
                      incorporated herein by reference.)

           4.2        Form of  Warrant  Agreement,  including  form of  Warrant.
                      (Filed as Exhibit 4.2 to the  Registration  Statement  and
                      incorporated herein by reference.)


                                       -4-




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