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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 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
JUNO ONLINE SERVICES, INC.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware 13-3914547
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(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
1540 Broadway, New York, New York 10036
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(Address of Principal Executive Offices) (Zip Code)
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. / /
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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/
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Securities Act registration statement file number to which this form
relates: 333-73449.
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on Which
to be Registered Each Class is to be Registered
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None.
Securities to be registered pursuant to Section 12(g) of the Act:
Title of Each Class Name of Each Exchange on Which
to be Registered Each Class is to be Registered
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Common Stock, $0.01 par value Nasdaq National Market
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The description of the Common Stock, $.01 par value, of the
Registrant under the caption "Description of Capital Stock" contained
in the Registrant's Registration Statement on Form S-1, File No.
333-73449 (the "Form S-1"), as filed with the Securities and Exchange
Commission on March 5, 1999, as amended, is hereby incorporated by
reference.
ITEM 2. EXHIBITS.
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Exhibit No. Description
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<S> <C>
1.1 Specimen certificate for shares of the Registrant's Common
Stock, $.01 par value, incorporated by reference to Exhibit
4.1 of the Form S-1
2.1 Amended and Restated Certificate of Incorporation of the
Registrant, incorporated by reference to Exhibit 3.5 of the
Form S-1
2.2 Amended and Restated Bylaws of the Registrant, incorporated
by reference to Exhibit 3.7 of the Form S-1
2.3 Amended and Restated Registration Rights Agreement, dated as
of March 1, 1999, incorporated by reference to Exhibit 10.3
of the Form S-1
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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.
JUNO ONLINE SERVICES, INC.
(Registrant)
Dated: May 5, 1999 By: /s/ Charles Ardai
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Charles E. Ardai
President
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