ORAPHARMA INC
8-A12G, 2000-03-07
PHARMACEUTICAL PREPARATIONS
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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

                                ORAPHARMA, INC.
  --------------------------------------------------------------------------
                (Exact name of registrant specified in Charter)

        DELAWARE                                             22-3473777
  --------------------------------------------------------------------------
    (State or other                                         (IRS Employee
    jurisdiction of                                      Identification No.)
    incorporation)


     732 Louis Drive                                          18974
     Warminster, PA
  --------------------------------------------------------------------------
    (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), please check the following box. [_]

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), please check the following box. [X]

Securities Act registration statement file number to which this form relates:
  333-93881
- ---------------

       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
       -------------------                ------------------------------

         Not Applicable                            Not Applicable
 ------------------------------           ------------------------------


       Securities to be registered pursuant to Section 12(g) of the Act:

                         Common Stock, $0.001 par value
                  ---------------------------------------------
                                (Title of class)
<PAGE>

Item 1.   Description of Registrant's Securities to be Registered
          -------------------------------------------------------

     The Registrant is registering shares of Common Stock, $0.001 par value per
share, pursuant to a Registration Statement on Form S-1 (File No. 333-93881)
that was filed with the Securities and Exchange Commission on December 30, 1999
(the "Registration Statement").  Reference is made to the sections entitled
"Prospectus Summary" and "Description of Capital Stock" in the prospectus
forming a part of the Registration Statement, and all amendments to the
Registration Statement subsequently filed with the Commission, including any
prospectus relating thereto filed subsequently pursuant to Rule 424 of the
Securities Act of 1933, as amended.  Such Registration Statement and all
amendments to the Registration Statement are hereby deemed to be incorporated by
reference into this Registration Statement in accordance with the Instruction to
Item 1 of this Form.

Item 2.   Exhibits.
          --------

     3.1  Fourth Amended and Restated Certificate of Incorporation of the
          Company (Incorporated by reference to Exhibit 3.1 to the Registration
          Statement on Form S-1 (File No. 333-93881) of the Registrant, as
          amended).

     3.2  Amended and Restated Bylaws of the Company (Incorporated by reference
          to Exhibit 3.2 to the Registration Statement on Form S-1 (File No.
          333-93881) of the Registrant, as amended).

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<PAGE>

                                  SIGNATURES
                                  ----------


     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, thereunto duly authorized.


                              ORAPHARMA, INC.



                              By:    /s/ Michael D. Kishbauch
                                     -----------------------------------------
                              Name:  Michael D. Kishbauch
Dated:   March 7, 2000
Title:  Chief Executive Officer

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