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
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FRISBY TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Delaware 62-1411534
(State of incorporation or organization) (I.R.S. employer identification no.)
417 South Main Street
Freeport, New York 11520
(Address of principal executive offices) (zip code)
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Securities to be registered pursuant to Section 12(b) of the Act:
Name of each exchange
Title of each class on which each class
to be so registered is to be registered
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Common Stock Boston Stock Exchange
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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. [X]
If this Form relates to the registration of a class of securities pursuant
to Section 12(g) of the Exchange Act and is effective simultaneously pursuant to
General Instruction A.(d), please check the following box. [ ]
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Securities Act registration statement file number to which this form relates:
Registration No. 333-45121
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Securities to be registered pursuant to Section 12 (g) of the Act:
None.
(Title of Class)
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Item 1. Description of the Registrant's Securities to be Registered
The information required in response to this item is incorporated by
reference to Amendment Number 2 to the Company's Registration Statement on Form
SB-2, filed March 30, 1998, Commission File No. 333-45121.
A final prospectus to be filed by the registrant pursuant to Rule 424(b)
under the Securities Act shall be deemed to be incorporated by reference into
this registration statement.
Item 2. Exhibits
The following is a list of Exhibit being filed as part of this Form 8-A
Registration Statement:
Exhibit
Number Description
*3.1.1 -- Articles of Incorporation (North Carolina).
*3.1.2 -- Articles of Amendment to Articles of Incorporation dated December
23, 1997 (North Carolina).
*3.1.3 -- Form of Certificate of Incorporation (Delaware).
*3.2.1 -- By-Laws (North Carolina).
*3.2.2 -- Form of By-Laws (Delaware).
p 4.1 -- Form of Common Stock Certificate.
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* Filed as exhibits to the Company's Form SB-2 Registration Statement (No.
333-45121).
p Filed in paper form.
<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.
Dated: March 31, 1998
FRISBY TECHNOLOGIES, INC.
By: \s\ Gregory S. Frisby
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Gregory S. Frisby, President