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
COMPU-DAWN, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware 11-3344575
(State or Other (IRS Employer
Jurisdiction of Identification Number)
Incorporation)
77 Spruce Street, Cedarhurst, NY 11516
(Address of Principal Executive Offices) (Zip Code)
If this form relates to the registration If this form relates to the
of a class of debt securities and is registration of a class of debt
effective upon filing pursuant to General securities and is to become
Instruction A(c)(1), please check the effective simultaneously with the
following box. [ ] 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:
Title of each class to be so Name of each exchange on which each class
registered: is to be registered:
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Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $.01 par value per share.
(Title of Class)
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Item 1. Description of Registrant's Securities to be Registered.
A description of the registrant's Common Shares, $.01 par value per share, is
set forth under the caption "Description of Securities - Common Shares" in the
registrant's registration statement on Form SB-2, Registration No. 333-18667
filed under the Securities Act of 1933, as amended, and is incorporated herein
by reference thereto.
Item 2. Exhibits.
Exhibit Number Title of Exhibit
4.1 Specimen Common Share Certificate.*
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*Filed as an exhibit to the registrant's registration statement on Form SB-2,
Registration No. 333- 18667, and is incorporated herein by reference thereto.
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SIGNATURES
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.
COMPU-DAWN, INC.
Dated: May 28, 1997 By: /s/ Mark Honigsfeld
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Mark Honigsfeld
Chief Executive Officer
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