SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Amendment No. 1 to
Form 8-A
For Registration of Certain Classes of Securities
Pursuant to Section 12(b) or (g) of the
Securities Exchange Act of 1934
MAKER COMMUNICATIONS, INC.
(Exact name of registrant as specified in its charter)
Delaware 04-3276285
(State of incorporation or organization) (I.R.S. employer identification
number)
73 Mount Wayte Avenue, Framingham, MA 01702
(Address of principal executive offices) (Zip Code)
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
If this 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), please check the following box. |_|
If this 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), please check the following box. |X|
Securities Act Registration Statement File Number to which this form
relates: 333-74293
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.01
(Title of Class)
(Title of Class)
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Information Required in Registration Statement
Item 1. Description of Registrant's Securities to be Registered
The Registrant is registering shares of Common Stock, par value $0.01
per share, pursuant to a Registration Statement on Form S-1 (File No. 333-74293)
that was filed with the Securities and Exchange Commission on March 11, 1999
(the "Registration Statement"). Reference is made to the sections entitled
"Prospectus Summary -- The Offering" and "Description of Capital Stock" in the
prospectus forming a part of the Registration Statement, and all amendments to
the Registration Statement subsequently filed with the Commission, including any
prospectus relating thereto filed subsequently pursuant to Rule 424 of the
Securities Act of 1933, as amended. Such Registration Statement and all
amendments to the Registration Statement are hereby deemed to be incorporated by
reference into this Registration Statement in accordance with the Instruction to
Item 1 of this Form.
Item 2. Exhibits.
3.1 Amended and Restated Certificate of Incorporation of the
Registrant (Incorporated by reference to Exhibit 3.1 to the
Registration Statement on Form S-1 (File No. 333-74293) of the
Registrant, as amended).
3.2 Amended and Restated Bylaws of the Registrant (Incorporated by
reference to Exhibit 3.2 to the Registration Statement on
Form S-1 (File No. 333-74293) of the Registrant, as amended).
[Rest of Page Intentionally Left Blank]
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, as amended, the Registrant has duly caused this Form 8-A
Registration Statement to be signed on its behalf by the undersigned, thereto
duly authorized.
MAKER COMMUNICATIONS, INC.
By: /s/William N. Giudice
Name: William N. Giudice
Title: President and Chief Executive
Officer
Dated: May 6, 1999
