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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20546
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
CARREKER-ANTINORI, INC.
(Exact name of registrant as specified in its charter)
Delaware 75-1622836
(State of incorporation (I.R.S. Employer
or organization) Identification No.)
14001 N. Dallas Pkwy., Suite 1100, Dallas, Texas 75240
(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 file number to which this form relates:
333-48399.
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
N/A
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
Title of each class
to be so registered:
Common Stock, par value $.01 per share
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The information set forth under the heading "Description of Capital
Stock" in the prospectus that is part of the Registration Statement on Form
S-1 filed by the Registrant on March 20, 1998, as amended (Registration No.
333-48399), is hereby incorporated by reference.
ITEM 2. EXHIBITS
3.1 Amended and Restated Certificate of Incorporation of the Registrant
(incorporated by reference from the Company's Registration Statement
on Form S-1 No. 333-48399, Exhibit No. 3.1).
3.2 Bylaws of the Registrant (incorporated by reference from the Company's
Registration Statement on Form S-1 No. 333-48399, Exhibit No. 3.2).
4.1 Specimen certificate for shares of common stock, par value $.01 per
share, of the Registrant (incorporated by reference from the Company's
Registration Statement on Form S-1 No. 333-48399, Exhibit No. 4.1).
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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 to be signed on its
behalf by the undersigned, thereto duly authorized.
Carreker-Antinori, Inc.
By: /s/ John D. Carreker, Jr.
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John D. Carreker, Jr.
Chairman of the Board and
Chief Executive Officer
Date: May 5, 1998
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INDEX TO EXHIBITS
Exhibit
No. Description
- ------- -----------
3.1 Amended and Restated Certificate of Incorporation of the Registrant
(incorporated by reference from the Company's Registration Statement
on Form S-1 No. 333-48399, Exhibit No. 3.1).
3.2 Bylaws of the Registrant (incorporated by reference from the Company's
Registration Statement on Form S-1 No. 333-48399, Exhibit No. 3.2).
4.1 Specimen certificate for shares of common stock, par value $.01 per
share, of the Registrant (incorporated by reference from the Company's
Registration Statement on Form S-1 No. 333-48399, Exhibit No. 4.1).