<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 (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
American Dental Partners, Inc.
- --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Delaware 04-3297858
- ------------------------------------------ ------------------------------------
(State of incorporation or organization) (I.R.S. Employer Identification No.)
301 Edgewater Place
Suite 320
Wakefield, Massachusetts 01880
- ------------------------------------------ ------------------------------------
(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
------------------- ------------------------------
None None
- ------------------------------------------ ------------------------------------
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $0.01 par value
- -------------------------------------------------------------------------------
(Title of class)
<PAGE>
Item 1. Description of Registrant's Securities to be Registered.
The information set forth under the captions "Description of Capital
Stock--Common Stock" and "Dividend Policy" contained in the Registrant's Form
S-1 Registration Statement under the Securities Act of 1933 (Registration No.
333-39981 (the "Form S-1"), which is being filed concurrently herewith, are
incorporated herein by reference.
<TABLE>
<CAPTION>
Item 2. Exhibits.
If Incorporated by Reference,
Exhibit Document with which Exhibit
No. Description of Exhibit was Filed with SEC
- --------- ---------------------------- -----------------------------
<S> <C> <C>
1(A) The Registrant's Second Registrant's Form S-1 which
Amended and Restated is being filed concurrently
Certificate of herewith (see Exhibit 3(a)
Incorporation therein).
1(B) The Registrant's Amended Registrant's Form S-1 which
and Restated By-Laws is being filed concurrently
herewith (see Exhibit 3(b)
therein).
</TABLE>
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, thereunto duly authorized.
AMERICAN DENTAL PARTNERS, INC.
November 12, 1997 By /s/ Gregory A. Serrao
-----------------------------------
Gregory A. Serrao, Chairman,
President and
Chief Executive Officer
<PAGE>
EXHIBIT INDEX
<TABLE>
<CAPTION>
If incorporated by
Exhibit No. reference, document
Under Reg. Form 8-A with which Exhibit
S-K Item 601 Exhibit No. Description of Exhibit was previously filed
- ------------ ----------- ---------------------- --------------------
<S> <C> <C> <C>
4 1(A) Second Amended Registrant's Form S-1
and Restated filed concurrently
Certificate of herewith (see Exhibit
Incorporation 3(a) therein).
4 1(B) Amended and Restated Registrant's Form S-1
By-Laws filed concurrently
herewith (see Exhibit
3(b) therein).
</TABLE>
