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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 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
MOBIUS MANAGEMENT SYSTEMS, INC.
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE 13-3078745
(State of Incorporation or Organization) (I.R.S. Employer
Identification no.)
120 OLD POST ROAD
RYE, NEW YORK 10580
(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:
<TABLE>
<CAPTION>
Title of each class Name of each exchange on which
to be registered class is to be registered
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<S> <C>
Not Applicable Not Applicable
</TABLE>
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $0.0001 per share
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(Title of Class)
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered
The information required by Item 202 of Regulation S-K is contained in the
Registration Statement on Form S-1 (File No. 333-47117)(the "Registration
Statement") of Mobius Management Systems, Inc. (the "Company"), filed with
the Securities and Exchange Commission on February 27, 1998, as amended,
under the caption "Description of Capital Stock," which is incorporated
herein by reference.
Item 2. Exhibits
1. Second Amended and Restated Certificate of Incorporation of
the Company (filed as Exhibit 3.1 to the Registration
Statement and incorporated herein by reference);
2. Amended and Restated By-Laws of the Company (filed as Exhibit
3.2 to the Registration Statement and incorporated herein by
reference); and
3. Specimen certificate representing shares of the Company's
Common Stock, par value $.0001 per share, which is being
registered herewith (filed as Exhibit 4.1 to the Registration
Statement and incorporated herein by reference).
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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.
Mobius Management Systems, Inc.
By: /s/ Joseph J. Albracht
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Joseph J. Albracht
Executive Vice President,
Chief Operating Officer and
Secretary
Date: April 23, 1998
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