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As filed with the Securities and Exchange Commission on April 22, 1997
UNITED STATES
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
CARDIMA, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 94-3177883
(State of incorporation or organization) (IRS Employer
Identification No.)
47266 BENICIA STREET, FREMONT, CA 94538
(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
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Not Applicable Not Applicable
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $0.001 par value
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(Title of Class)
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Item 1. Description of Registrant's Securities to be Registered
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Incorporated by reference to the information set forth under the caption
"Description of Capital Stock" in the Registrant's Registration Statement on
Form S-1 (SEC File No. 333-23209) (the "Registration Statement").
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Item 2. Exhibits
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The following exhibits are filed as a part of this Registration
Statement:
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1 Specimen certificate for Registrant's Common Stock --
incorporated herein by reference to Exhibit 4.1 of the
Registrant's Registration Statement.
2.1 Amended and Restated Certificate of Incorporation --
incorporated herein by reference to Exhibit 3.1 of the
Registrant's Registration Statement.
2.2 Form of Amended and Restated Certificate of Incorporation to
be filed with the Delaware Secretary of State upon the
closing of this offering -- incorporated herein by reference
to Exhibit 3.3 to the Registrant's Registration Statement.
2.3 Bylaws -- incorporated herein by reference to Exhibit 3.2 to
the Registrant's Registration Statement.
2.4 Form of Bylaws to become effective upon the closing of this
offering -- incorporated herein by reference to Exhibit 3.4
to the Registrant's Registration Statement.
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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.
Date: April 22, 1997 CARDIMA, INC.
By: /s/ Ronald E. Bourquin
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Ronald E. Bourquin, Vice President
and Chief Financial Officer
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INDEX TO EXHIBITS
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Sequentially
Exhibit No. Description Numbered Page
----------- ----------- -------------
<S> <C> <C>
1 Specimen certificate for Registrant's Common Incorporated by
Stock -- incorporated herein by reference to reference
Exhibit 4.1 of the Registrant's Registration Statement.
2.1 Amended and Restated Certificate of Incorporation -- Incorporated by
incorporated herein by reference to Exhibit 3.1 reference
of the Registrant's Registration Statement.
2.2 Form of Amended and Restated Certificate of Incorporation Incorporated by
to be filed with the Delaware Secretary of State upon reference
the closing of this offering -- incorporated herein by
reference to Exhibit 3.3 to the Registrant's Registration
Statement.
2.3 Bylaws -- incorporated herein by reference to Exhibit 3.2 Incorporated by
to the Registrant's Registration Statement. reference
2.4 Form of Bylaws to become effective upon the closing of Incorporated by
this offering -- incorporated herein by reference to reference
Exhibit 3.4 to the Registrant's Registrations Statement.
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