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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
DOUBLECLICK INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware 13-3870996
(State of Incorporation (I.R.S. Employer
of Organization) Identification No.)
41 Madison Avenue, 32nd Floor
New York, New York 10010
(Address of Principal Executive Offices)
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: 333-42323
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
N/A N/A
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SECURITIES TO BE REGISTERED PURSUANT TO
SECTION 12(g) OF THE ACT
Title of Each Class
to be Registered
Common Stock, $0.001 par value
Item 1. Description of Registrant's Securities to be Registered.
The description of the Common Stock, $0.001 par value, of the
Registrant under the caption "Description of Securities" contained
in the Registrant's Registration Statement on Form S-1 (the "Form
S-1"), as filed with the Securities and Exchange Commission on
December 16, 1997, SEC File No. 333-42323, as amended from time to
time, is hereby incorporated by reference.
Item 2. Exhibits.
Exhibits
No. Description
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1.1 Specimen certificate for shares of the Registrants Common Stock,
$0.001 par value, incorporated by reference to Exhibit 4.1 of the
Form S-1.
2.1 Certificate of Incorporation of the Registrant, incorporated by
reference to Exhibit 3.1 of the Form S-1.
2.2 Form of Amended and Restated Certificate of Incorporation of the
Registrant, incorporated by reference to Exhibit 3.3 of the
Form S-1.
2.3 By-Laws of the Registrant, incorporated by reference to Exhibit 3.4
of the Form S-1.
2.4 Form of Amended and Restated By-Laws of the Registrant,
incorporated by reference to Exhibit 3.5 of the Form S-1.
2.5 Stockholders Agreement, dated as of June 4, 1997, incorporated by
reference to Exhibit 10.4 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.
DOUBLECLICK INC.
(Registrant)
Dated February 9, 1998 By: /s/ Kevin O'Connor
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Kevin J. O'Connor,
Chief Executive Officer
