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U.S. 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
_____________________
NEW DIRECTIONS MANUFACTURING, INC.
(Name of registrant as specified in its charter)
_____________________
Nevada 95-4627685
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
_____________________
2940 West Willetta
Phoenix, AZ 85009
(602) 352-1165
(Address and telephone number of Registrant's principal
executive offices and principal place of business)
_____________________
COPIES TO:
Lawrence W. Horwitz, Esq.
Horwitz & Beam
Two Venture Plaza, Suite 350
Irvine, CA 92618
____________________
Securities to be registered pursuant to Section 12(b) of the Act:
None
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $0.001 par value
Common Stock, $0.001 no par value, underlying options
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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, in the City of
Phoenix, State of Arizona, on July 14, 1997.
NEW DIRECTIONS MANUFACTURING, INC.
By: /s/ DONALD A. METKE
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Donald A. Metke
President
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
Reference is made to the description of the terms of the securities
prepared in compliance with Item 202 of Regulation S-B set forth beneath the
captions "Management's Discussion and Analysis of Financial Condition and
Results of Operations -- Liquidity and Capital Resources," "Description of
Securities," "Underwriting," and "Legal Matters" in the prospectus filed by New
Directions Manufacturing, Inc. (the "Registrant") with the Securities and
Exchange Commission as part of the Registrant's Registration Statement on Form
SB-2, Registration No. 333-30583 (the "Registration Statement").
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ITEM 2. EXHIBITS.
Pursuant to "Instructions As to Exhibits" accompanying Form 8-A, Exhibit I-
1 is attached hereto, and I-2.1 through I-2.3 are incorporated herein by
reference from the Registration Statement. Exhibits II-1 through II-6 are not
required to be filed with, or incorporated by reference in, this Form 8-A filed
with the Commission; however, to the extent such exhibits exist, they have been
filed as exhibits to the Registration Statement.
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EXHIBIT NUMBER DESCRIPTION
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<S> <C>
I-1 - Specimen certificate for Common Stock of the Company.
I-2.1 - Articles of Incorporation of the Company
I-2.2 - Amendment to Articles of Incorporation of the Company
I-2.3 - Bylaws of the Company
II-1 - The Registration Statement
II-3 - Not applicable
II-4.1 - See Exhibit I-2.1
II-4.2 - See Exhibit I-2.2
II-4.3 - See Exhibit I-2.3
II-5 - See Exhibit I-1
II-6 - Not applicable
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SPECIMEN
NEW DIRECTIONS MANUFACTURING, INC.
AUTHORIZED: 25,000,000 SHARES COMMON STOCK
NO PAR VALUE
This Certifies that ___________________________________________ IS THE
RECORD HOLDER OF __________________________________________________________
Shares of New Directions Manufacturing, Inc. common stock transferable on the
books of the Corporation in person or by duly authorized attorney upon surrender
of this Certificate properly endorsed properly endorsed. This Certificate is
not valid until countersigned by the Transfer Agent and registered by the
Registrar.
Witness the facsimile seal of the Corporation and the facsimile signatures
of its duly authorized officers.
Dated:__________________________
________________________________ ________________________________
Secretary President
