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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
PSW TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 74-2796054
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
6300 BRIDGEPOINT PARKWAY
BUILDING THREE, SUITE 200
AUSTIN, TEXAS 78730
(Address of principal executive offices)
SECURITIES TO BE REGISTERED PURSUANT TO
SECTION 12(b) OF THE ACT
Title of each class Name of each exchange on which
to be registered each class is to be registered
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None None
SECURITIES TO BE REGISTERED PURSUANT TO
SECTION 12(g) OF THE ACT
Title of each class
to be registered
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Common Stock, $.01 par value
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Item 1. Description of Registrant's Securities to be Registered.
The description of the Common Stock, $.01 par value, of the Registrant
under the caption "Description of Capital Stock" contained in the
Registrant's Registration Statement on Form S-1 (the "Form S-1"), as filed
with the Securities and Exchange Commission on February 11, 1997, as
amended from time to time, is hereby incorporated by reference.
Item 2. Exhibits.
Exhibit
No. Description
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1.1 Specimen certificate for shares of the Registrant's Common Stock, $.01
par value, incorporated by reference to Exhibit 4.1 of the Form S-1.
2.1 Certificate of Incorporation, as amended incorporated by reference to
Exhibit 3.1 of the Form S-1.
2.2 Form of Amended and Restated Certificate of Incorporation, to be filed
prior to the consummation of the public offering, incorporated by
reference to Exhibit 3.2 of the Form S-1.
2.3 Bylaws of the Registrant, incorporated by reference to Exhibit 3.3 of
the Form S-1.
2.5 Form of Amended and Restated Bylaws of the Registrant to be in effect
upon consummation of the public offering, incorporated by reference to
Exhibit 3.4 of the Form S-1.
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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.
PSW TECHNOLOGIES, INC.
(Registrant)
Dated: May 29, 1997 By: /s/ Dr. W. Frank King
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Dr. W. Frank King
President and Chief Executive
Officer
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