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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
EPITAXX, INC.
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(Exact name of registrant as specified in its charter)
Delaware 22-2497461
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(State of incorporation or organization) (IRS Employer Identification No.)
7 GRAPHICS DRIVE, WEST TRENTON, NEW JERSEY 08628
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(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
CLASS A COMMON STOCK, THE NASDAQ NATIONAL
$.01 PAR VALUE PER SHARE STOCK MARKET, INC.
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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), 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), check the following box.
[ ]
Securities Act registration statement file number to which this form relates:
333-44843
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Securities to be registered pursuant to Section 12(b) of the Act:
None
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(Title of class)
Total Number of Pages: 3
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
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The Registrant incorporates herein by reference the following portions of the
Registrant's Registration Statement on Form S-1 filed by the Registrant under
the Securities Act of 1933, as amended, on January 23, 1998 and amended on
February 27, 1998, as the same may be subsequently amended by amendments to the
Registration Statement, and, to the extent applicable, such portions of any
prospectus relating to such Registration Statement filed pursuant to Rule 424(b)
under the Securities Act of 1933, as amended:
Description of Capital Stock:
-- Common Stock
-- Preferred Stock
-- Anti-Takeover Effects of Restated Certificate of Incorporation
and Amended and Restated Bylaws
ITEM 2. EXHIBITS
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The Registrant incorporates herein by reference the following Exhibits to the
Registrant's Registration Statement on Form S-1 filed by the Registrant under
the Securities Act of 1933, as amended, on January 23, 1998 and amended on
February 27, 1998, as the same may be subsequently amended by amendments to the
Registration Statement:
(1) Restated Certificate of Incorporation of the Registrant, filed as
Exhibit 3.1 to the Registration Statement on Form S-1 filed on
January 23, 1998.
(2) Amended and Restated Bylaws of the Registrant, filed as Exhibit
3.2 to the Registration Statement on Form S-1 filed on January
23, 1998.
(3) Specimen Certificate representing the Class A Common Stock, filed
as Exhibit 4.2 to Amendment No. 1 to the Registration Statement
on Form S-1 filed on February 27, 1998.
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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.
EPITAXX, Inc.
By: /s/ James D. Coleman
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James D. Coleman
Vice President, Chief Financial Officer,
Treasurer and Secretary
Dated: February 27, 1998
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