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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
BigStar Entertainment, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware 13-399-5258
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(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
19 Fulton Street, 5th Floor
New York, New York 10038
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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: 333-77963
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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 None
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Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $0.001 par value per share
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(Title of Class)
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Item 1. Description of Registrant's Securities to be Registered
Incorporated by reference to the section titled "Description of
Capital Stock" in the Prospectus contained in Registrant's
Registration Statement on Form S-1 (Registration No. 333-77963)
(as amended, the "Form S-1 Registration Statement") as originally
filed with the Securities and Exchange Commission on May 6, 1999.
Item 2. Exhibits
The following exhibits are filed as part of this registration
statement:
1. Certificate of Incorporation, as currently in effect;(1)
2. Certificate of Amendment to Certificate of Incorporation;(2)
3. Certificate of Amendment to Certificate of Incorporation,
to be filed prior to completion of this offering;(3)
4. Amended and Restated Bylaws of the Registrant, as currently
in effect;(4) and
5. Form of Registrant's Common Stock Certificate.(5)
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(1) Incorporated by reference to Exhibit 3.1 to the Form S-1 Registration
Statement.
(2) Incorporated by reference to Exhibit 3.2 to the Form S-1 Registration
Statement.
(3) Incorporated by reference to Exhibit 3.4 to the Form S-1 Registration
Statement.
(4) Incorporated by reference to Exhibit 3.3 to the Form S-1 Registration
Statement.
(5) Incorporated by reference to Exhibit 4.1 to the Form S-1 Registration
Statement.
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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.
Date: July 22, 1999 BigStar Entertainment, Inc.
By: /s/ David Friedensohn
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David Friedensohn
Chairman of the Board and
Chief Executive Officer
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