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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 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
FairMarket, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware 04-3351937
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(State of Incorporation or Organization) (I.R.S. Employer Identification no.)
500 Unicorn Park Drive, Woburn, MA 01801
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(Address of Principal Executive Offices) (Zip Code)
If this form relates to the If this form relates to the
registration of a class of securities registration of a class of securities
pursuant to Section 12(b) of the pursuant to Section 12(g) of the
Exchange Act and is effective Exchange Act and is effective
pursuant to General Instruction pursuant to General Instruction
A.(c), please check the following A.(d), please check the following
box. [ ] box. [X]
Securities Act registration statement file number to which this
form relates: 333-92677
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(If applicable)
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
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None
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Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.001 per share
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(Title of class)
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
A description of the Common Stock of the registrant is set
forth in the information provided under "Description of
Capital Stock" in the Prospectus which forms a part of the
Registration Statement on Form S-1 (File No. 333-92677) filed
under the Securities Act of 1933 with the Securities and
Exchange Commission on December 14, 1999 (the "Registration
Statement"), which information is incorporated herein by
reference.
ITEM 2. EXHIBITS.
(1) Specimen Certificate for Shares of Common
Stock of the Registrant (incorporated by
reference to Exhibit 4.1 to the Registration
Statement).
(2) Form of Second Amended and Restated
Certificate of Incorporation of the
Registrant (incorporated by reference to
Exhibit 3.2 to the Registration Statement).
(3) Form of Third Amended and Restated
Certificate of Incorporation of the
Registrant (incorporated by reference to
Exhibit 3.3 to the Registration Statement).
(4) Form of Amended and Restated Bylaws of the
Registrant (incorporated by reference to
Exhibit 3.5 to the Registration Statement).
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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.
FAIRMARKET, INC.
By: /s/ Scott T. Randall
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Scott T. Randall
President and Chairman of the Board
and Chief Executive Officer
Dated: February 9, 2000
