<PAGE>
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
JAVELIN SYSTEMS, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 52-1945748
- ---------------------------------------- ------------------------------------
(State of incorporation or organization) (I.R.S. Employer Identification No.)
2882C Walnut Avenue, Tustin, California 92780
- ---------------------------------------- -----------------------------------
(Address of principal executive offices) (Zip Code)
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:
Name of each exchange on which
Title of each class to be so registered each class is to be registered
- --------------------------------------- ------------------------------
None Not applicable
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $.01 par value per share
--------------------------------------
(Title of Class)
Page 1 of 4 pages.
The Index to Exhibits is at page 4.
<PAGE>
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
Reference is made to, and Registrant hereby incorporates by this
reference herein, the description set forth under the caption "Description of
Capital Stock" at pages 36-38 of the Prospectus included in the Registrant's
Registration Statement on Form SB-2 (Registration No. 333-11217) filed with the
Commission under the Securities Act of 1933, as amended (the "Act"), on August
30, 1996 and as amended by Amendment No. 1 to Form SB-2 filed with the
Commission under the Act on October 3, 1996 (as amended, (the "Registration
Statement on Form SB-2").
<TABLE>
<CAPTION>
ITEM 2. EXHIBITS.
<C> <S>
1 Specimen Common Stock Certificate (incorporated by reference to
Exhibit 4.2 to the Registrant's Registration Statement on Form SB-2)
2 Amended and Restated Certificate of Incorporation, as amended to date
(incorporated by reference to Exhibits 3.1 and 3.3 to the Registrant's
Registration Statement on Form SB-2)
3 Amended and Restated Bylaws, as amended to date (incorporated by
reference to Exhibits 3.2 and 3.4 to the Registrant's Registration
Statement on Form SB-2)
</TABLE>
Page 2 of 4 pages.
The Index to Exhibits is at page 4.
<PAGE>
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, as amended, the Registrant has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereto duly
authorized.
DATED: October 3, 1996 JAVELIN SYSTEMS, INC.
------------------------------------
(Registrant)
By: /s/ RICHARD P. STACK
------------------------------------
Richard P. Stack, President and
Chief Executive Officer
Page 3 of 4 pages.
The Index to Exhibits is at page 4.
<PAGE>
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit Number Description
-------------- -----------
<C> <S>
1 Specimen Common Stock Certificate (incorporated
by reference to Exhibit 4.2 to the Registrant's
Registration Statement on Form SB-2)
2 Amended and Restated Certificate of Incorporation,
as amended to date (incorporated by reference to
Exhibits 3.1 and 3.3 to the Registrant's
Registration Statement on Form SB-2)
3 Amended and Restated Bylaws, as amended to date
(incorporated by reference to Exhibits 3.2 and
3.4 to the Registrant's Registration Statement
on Form SB-2)
</TABLE>
Page 4 of 4 pages.
The Index to Exhibits is at page 4.
