FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
USOL Holdings, Inc.
(Exact name of Registrant as specified in its charter)
Oregon 93-1197477
(State of incorporation or organization) (I.R.S. Employer Identification No.)
10300 Metric Boulevard
Austin, Texas 78758
(Address of principal executive offices) (Zip Code)
If this Form relates to the registration of a class of debt securities
and is effective upon filing pursuant to General Instruction A.(c)(1), please
check the following box. [ ]
If this Form relates to the registration of a class of debt securities
and is to become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A.(c)(2), please check the following box. [ ]
If the 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), check the following box. [ ]
If the 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), check the following box. [X]
Securities Act registration statement file number to which this Form
relates: 333-37836 (if applicable)
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: See
Item 1 on attached page.
<PAGE>
Item 1.
Description of Registrant's Securities to be Registered.
Incorporated by reference herein is the entire discussion appearing
under the caption "Description of Securities" in the USOL Holdings, Inc. (the
"Company") Registration Statement on Form S-3, Registration No. 333-37836, as
filed by the registrant with the Securities and Exchange Commission on May 25,
2000.
Item 2. Exhibits.
(a) Form of December 1999 Warrant (1)
(b) Articles of Incorporation (2)
(c) Articles of Amendment to the Articles of Incorporation (3)
(1) Incorporated by reference to Exhibit 4.1 to the Company's
registration statement on Form S-3 (File No. 333-49291).
(2) Incorporation be reference to Exhibit 3.1 to the Company's
registration statement on Form SB-2 effective July 1998 (File No. 333-49291).
(3) Incorporated by reference to Exhibit 4.1 to the Company's Form 8-K
dated December 22, 1999 (File No. 01-14271).
<PAGE>
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.
USOL HOLDINGS, INC.
By: /s/ Robert G. Solomon
--------------------------
Robert G. Solomon
Chairman of The Board and
Chief Executive Officer
Dated: May 29, 2000
