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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
CPS SYSTEMS, INC.
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(Exact name of registrant as specified in its charter)
Texas 75-1607857
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(State of incorporation (I.R.S. Employer
or organization Identification No.)
3400 Carlisle
Suite 500
Dallas, TX 75204
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(Address of principal (Zip Code)
executive offices)
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), 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), check the following box. [ ]
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
Common stock, $.01 Par Value American Stock Exchange
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Securities to be registered pursuant to Section 12(g) of the Act:
None
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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.
Reference is made to the discussion of the Registrant's Common Stock in
the section entitled "Description of Capital Stock" contained in Amendment No. 1
to the Registrant's Registration Statement on Form SB-2 (File No. 333-39173),
filed with the Securities and Exchange Commission on January 13, 1998 (the
"Registration Statement"), which disclosures are incorporated by reference
herein.
ITEM 2. EXHIBITS
The securities to be registered are to be registered on an exchange on
which no other securities of the registrant are registered. Accordingly, the
following exhibits are filed with each copy of the Registration Statement filed
with each such exchange:
1. Copy of the latest Registration Statement filed pursuant to the
Securities Act. (*)
2. Copies of the Charter and Bylaws, and copies of other documents
defining the rights of holders of the securities to be registered. (**)
3. Specimens of each security to be registered. (***)
* Incorporated by reference to the Registration Statement.
** Incorporated by reference to Exhibits 3.1, 3.2, 4.1 and 10.27 of the
Registration Statement.
*** Incorporated by reference to Exhibit 4.1 of the Registration Statement.
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.
CPS SYSTEMS, INC.
March 13, 1998
By: /s/ Paul Kana
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Title: Chairman of the Board and Chief Executive Officer
