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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
THE HAVANA GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware 34-145452
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(State of incorporation of organization) (I.R.S. Employer
Identification No.)
4450 Belden Village Street, N.W., Suite 406 44718
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Canton, Ohio (Zip Code)
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Securities to be registered pursuant
to Section 12(b) of the Act:
None
Securities to be registered pursuant to
Section 12(g) of the Act:
Title of each class
to be registered
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Common Stock,
$.001 par value
Class A Warrants Common Stock Purchase Warrants
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Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
(a) For a detailed description of the Company's Common Stock, $.001 par
value, and Class A Common Stock Purchase Warrants each being registered under
Section 12(g) of the Securities Exchange Act of 1934, as amended, see
"Description of Securities" contained in the Prospectus on pages 53 through 55
included in Amendment No. 3 to the Form SB-2 Registration Statement of The
Havana Group, Inc. ("Registrant") filed with the Securities and Exchange
Commission on May 8, 1998 (File No. 333-45863) which is incorporated herein by
reference (the "Registration Statement").
Item 2. EXHIBITS.
Exhibits Description
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(1) Pages 53-55 of the Prospectus contained in the Registration
Statement of the Registrant filed with the Commission on May 8,
1998 is incorporated herein by reference.
(2) Forms of Common Stock certificate and Class A Redeemable Common
Stock Purchase Warrant are incorporated by reference to Exhibits
4.0 and 4.1, respectively, contained in the Registrant's
Amendment No. 1 to the Form SB-2 Registration Statement of the
Registrant filed with the Securities and Exchange Commission on
March 31, 1998 (File No. 333-45863).
(3) Certificate of Incorporation and amendments thereto and By-Laws
of the Registrant are incorporated by reference to Exhibits 3.0,
3.1, 3.2 and 3.3 contained in the Registrant's Form SB-2
Registration Statement, as amended.
SIGNATURES
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.
THE HAVANA GROUP, INC.
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(Registrant)
Dated: May 15, 1998
By: /s/ WILLIAM L. MILLER
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William L. Miller, President
