SCNV ACQUISITION CORP
8-A12G, 1998-01-27
MOTORS & GENERATORS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                       ----------------------------------

                                    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


                             SCNV ACQUISITION CORP.
            (Exact name of registrant as specified in its character)

     Delaware                                                  133952659
(State of incorporation                                  (IRS Employer Identifi-
or organization)                                         cation No.)

7 Ben Zvi Road,
Beer-Shiva, Israel                                               84893
  (Address of principal                                       (Zip Code)
   executive offices)


If this form relates to the                  If this form relates to the        
registration of a class of                   registration of a class of         
securities tration of a class of             securities tration of a class of   
securities pursuant to Section               securities pursuant to Section     
12(b) of the Exchange Act and is             12(g) of the Exchange Act and is 
effective pursuant to General                effective pursuant to General      
Instruction A.(c), please check the          Instruction A.(c), please check the
following box |_|                            following box |X|                  
                                                                                
                                             

Securities Act registration statement file number to which this form relates: No
333-43955

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
- - -------------------                          ------------------------------

                                             None


Securities to be registered pursuant to Section 12(g) of the Act:


    Units, consisting of one share of Common Stock and one Redeemable Warrant
                                (Title of Class)

                          Common Stock, $.01 par value
                                (Title of Class)

                           Class A Redeemable Warrants
                                (Title of Class)


<PAGE>


1.   Description of Registrant's Securities to be Registered.

     This Registration Statement relates to the units (the "Units") of SCNV
Acquisition Corp., a Delaware corporation (the "Registrant"), each Unit
consisting of one share of common stock, par value $.01 per share (the "Common
Stock"), of the Registrant, and one Class A redeemable warrant (the "Warrants")
exercisable to purchase one share of Common Stock. For a description of the
Registrant's Units, Common Stock and Warrants to be registered hereunder,
reference is made to the material set forth under the caption "Description of
Securities" contained in the Registration Statement on Form SB-2 of the
Registrant initially filed with the Securities and Exchange Commission on
January 9, 1998 (the "SB-2 Registration Statement") pursuant to the Securities
Act of 1933, as amended, which material is incorporated herein by reference.

2.   Exhibits.

          1.1 Registrant's Certificate of Incorporation (incorporated by
     reference to Exhibit 3.1. to the SB-2 Registration Statement).

          1.2 Registrant's By-laws (incorporated by reference to Exhibit 3.3 to
     the SB-2 Registration Statement).

          2.1. Form of the Registrant's Common Stock Certificate (incorporated
     by reference to Exhibit 4.1 to the SB-2 Registration Statement).

          2.2. Form of the Registrant's Warrant Certificate (incorporated by
     reference to Exhibit 4.3 to the Registrant's Registration Statement).

          2.3 Form of the Registrant's Unit Certificate (incorporated by
     reference to Exhibit 4.4 to the SB-2 Registration Statement).


<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, thereunto duly authorized.

Dated: January 25, 1998


                                                     SCNV ACQUISITION CORP.



                                                     By: /s/ H. Branover
                                                        ------------------------



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