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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, AS AMENDED (THE "EXCHANGE ACT")
SERVICEWARE.COM, INC.
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(Exact Name of Registrant as Specified in Its Charter)
PENNSYLVANIA 25-1647861
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(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
333 ALLEGHENY AVENUE
OAKMONT, PENNSYLVANIA 15139
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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:
333-33818
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(If applicable)
Securities to be registered pursuant to Section 12(b) of the Exchange Act:
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
NOT APPLICABLE NOT APPLICABLE
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Securities to be registered pursuant to Section 12(g) of the Exchange Act:
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
COMMON SHARES, NO PAR VALUE PER NASDAQ NATIONAL MARKET
SHARE --------------------------------
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
The description of the common stock, no par value per share of
ServiceWare.com, Inc. as set forth under the caption "Description of Capital
Stock" in (1) the prospectus (subject to completion) dated March 31, 2000 and
included in Part I of the Registration Statement (Registration No. 333-33818) on
Form S-1 (as amended by Amendment No. 1 dated April 7, 2000, the "Registration
Statement") of the registrant originally filed with the Securities and Exchange
Commission (the "SEC") pursuant to the Securities Act of 1933, as amended (the
"Securities Act"), on March 31, 2000 and (2) the related final form of the
prospectus to be filed with the SEC pursuant to Rule 424(b) of the Securities
Act, is incorporated herein by reference.
Copies of such description will be filed with the NASDAQ National
Market System.
ITEM 2. EXHIBITS
The following exhibits are filed as part of this registration
statement:
Exhibit No. Exhibit Description
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3.1* Form of Amended and Restated Certificate of Incorporation of
the Registrant
3.2* Form of By-Laws of the Registrant.
*Previously filed with the Commission as exhibits to the Registration Statement
and incorporated herein by reference pursuant to Rule 12b-32(a) of the Exchange
Act and Rule 102 of Regulation S-T.
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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.
SERVICEWARE.COM, INC.
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(Registrant)
Date: April 10, 2000 By: /s/ Mark Tapling
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Name: Mark Tapling
Title: President and Chief Executive
Officer