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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 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Cypress Communications, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 58-2330270
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(State of Incorporation (I.R.S. Employer
or Organization) Identification no.)
Fifteen Piedmont Center, Suite 710 Atlanta, Georgia 30305
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(Address of Principal Executive Offices) (Zip Code)
If this form relates to the If this form relates to the
registration of a class of securities registration of a class of securities
pursuant to Section 12(b) of the pursuant to Section 12(g) of the
Exchange Act and is effective Exchange Act and is effective
pursuant to General Instruction pursuant to General Instruction
A.(c), please check the following A.(d), please check the following
box. [_] box. [X]
Securities Act registration statement file number to which this form relates:
333-92011
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(If applicable)
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
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None
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Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.001 per share
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(Title of class)
Preferred Stock Purchase Rights
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(Title of class)
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered
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The classes of securities to be registered hereby are the common
stock, par value $ .001 per share (the "Common Stock"), of Cypress
Communications, Inc. (the "Registrant"), and the associated rights to
purchase Series Z Junior Participating Cumulative Preferred Stock of
the Registrant (the "Rights"). A description of the Common Stock and
the Rights is set forth in the information under "Description of
Capital Stock" in the Prospectus which forms a part of the
Registration Statement on Form S-1 (File No. 333-92011), filed under
the Securities Act of 1933, as amended (the "Securities Act"), with
the Securities and Exchange Commission on December 3, 1999, as
subsequently amended (including pursuant to Rule 424(b) under the
Securities Act) (the "Registration Statement"), which information is
incorporated herein by reference.
Item 2. Exhibits
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(1) Specimen Certificate for Shares of Common Stock of the Registrant
(incorporated by reference to Exhibit 4.1 to the Registration
Statement).
(2) Amended and Restated Certificate of Incorporation of the
Registrant (incorporated by reference to Exhibit 3.1 to the
Registration Statement).
(3) First Certificate of Amendment to the Amended and Restated
Certificate of Incorporation of the Registrant (incorporated by
reference to Exhibit 3.2 to the Registration Statement).
(4) Second Certificate of Amendment to the Amended and Restated
Certificate of Incorporation of the Registrant (incorporated by
reference to Exhibit 3.3 to the Registration Statement).
(5) Third Certificate of Amendment to the Amended and Restated
Certificate of Incorporation of the Registrant (incorporated by
reference to Exhibit 3.4 to the Registration Statement).
(6) Fourth Certificate of Amendment to the Amended and Restated
Certificate of Incorporation of the Registrant (incorporated by
reference to Exhibit 3.5 to the Registration Statement).
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(7) Form of Fifth Certificate of Amendment to the Amended and
Restated Certificate of Incorporation of the Registrant
(incorporated by reference to Exhibit 3.6 to the Registration
Statement).
(8) Form of Second Amended and Restated Certificate of Incorporation
of Registrant (incorporated by reference to Exhibit 3.7 to the
Registration Statement).
(9) Form of Amended and Restated By-laws of Registrant (incorporated
by reference to Exhibit 3.8 to the Registration Statement).
(10) Form of Shareholder Rights Agreement (incorporated by reference
to Exhibit 4.2 to the Registration Statement).
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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.
CYPRESS COMMUNICATIONS, INC.
By: /s/ R. Stanley Allen
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R. Stanley Allen
Chief Executive Officer
Dated: February 1, 2000
