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Form 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
For Registration of Certain Classes of Securities
Pursuant to Section 12(b) or (g) of the
Securities Exchange Act of 1934
ALLIN COMMUNICATIONS CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 25-1795265
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(State of incorporation (I.R.S. Employer
or organization) Identification No.)
300 Greentree Commons
381 Mansfield Avenue
Pittsburgh, Pennsylvania 15220
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(Address of Principal (Zip Code)
executive offices)
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
N/A N/A
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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(g) of the Act:
Common Stock, Par Value $0.01
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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 this Item is incorporated by reference to
the information provided under the caption "Description of Capital
Stock" in Registrant's Registration Statement No. 333-10447 on Form
S-1.
Item 2. Exhibits.
1. Certificate of Incorporation of Registrant (incorporated by
reference to exhibit 3(i)(a) to Registrant's Registration
Statement No. 333-10447 on Form S-1).
2. Certificate of Designation of Registrant relating to Series A
Convertible Redeemable Preferred Stock (incorporated by reference
to exhibit 3(i)(b) to Registrant's Registration Statement No.
333-10447 on Form S-1).
3. By-laws of Registrant (incorporated by reference to exhibit
3(ii) to Registrant's Registration Statement No. 333-10447 on
Form S-1).
4. Registration Rights Agreement dated July 23, 1996 by and among
Registrant and certain of its stockholders (incorporated by
reference to exhibit 10.3 to Registrant's Registration Statement
No. 333-10447 on Form S-1).
5. Registration Rights Agreement dated July 23, 1996 by and among
Registrant and certain of its stockholders (incorporated by
reference to exhibit 10.4 to Registrant's Registration Statement
No. 333-10447 on 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.
ALLIN COMMUNICATIONS CORPORATION
By: /s/ Richard W. Talarico
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Richard W. Talarico
Chairman and Chief Executive Officer
Date: September 18, 1996
