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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
URSUS TELECOM CORPORATION
(Exact name of the Registrant as specified in its charter)
FLORIDA 65-0398306
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(State of incorporation (I.R.S. Employer
or organization) Identification No.)
440 SAWGRASS CORPORATE PARKWAY
SUITE 112
SUNRISE, FLORIDA 33325
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(Address of principal executive offices) (Zip Code)
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. [ ]
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), please check the following box. [X]
Securities Act registration statement file number to which this form relates, if
applicable: 333-46197
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 None
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.01 per share
(Title of class)
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
The Registrant incorporates by reference herein the description of the
Registrant's Common Stock appearing under the caption "Description of Capital
Stock" in the preliminary prospectus included in Amendment No. 2 to the
Registrant's registration statement on Form S-1 (No. 333-46197) (the
"Registration Statement on Form S-1") filed on April 7, 1998 with the Securities
and Exchange Commission (the "SEC"), as such description may be amended in any
preliminary prospectus or final prospectus included or deemed to be included in
an amendment to the Registration Statement on Form S-1 subsequently filed with
the SEC. The Registration Statement on Form S-1 will be declared effective
concurrently with this registration statement on Form 8-A.
ITEM 2. EXHIBITS
Pursuant to the Instructions as to Exhibits with respect to Form 8-A, the
following exhibits are filed herewith:
3.1 Articles of Incorporation of the Registrant (filed as Exhibit 3.1 to
the Registration Statement on Form S-1 and incorporated herein by
reference).
3.2 Form of Amended and Restated Articles of Incorporation of the
Registrant (filed as Exhibit 3.2 to the Registration Statement on Form
S-1 and incorporated herein by reference).
3.3 Bylaws of the Registrant (filed as Exhibit 3.3 to the Registration
Statement on Form S-1 and incorporated herein by reference).
3.4 Form of Amended and Restated Bylaws of the Registrant (filed as
Exhibit 3.4 to the Registration Statement on Form S-1 and incorporated
herein by reference).
*4.1 Specimen of Certificate of Common Stock of the Registrant.
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* To be filed by amendment.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, as amended, the Registrant has duly caused this Registration Statement
on Form 8-A to be signed on its behalf by the undersigned, thereto duly
authorized.
Ursus Telecom Corporation
(Registrant)
By: /s/ Johannes S. Seefried
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Johannes S. Seefried
Chief Financial Officer
Date: April 7, 1998
