<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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
OUTLOOK SPORTS TECHNOLOGIES, INC.
_________________________________________________
(Exact Name of Registrant as Specified in its Charter)
<TABLE>
<CAPTION>
Delaware 3949
_____________________________ ____________________________
<S> <C>
(State or Other Jurisdiction of (Primary Standard Industrial
Incorporation or Organization) Classification Code Number)
</TABLE>
100 Grand Street, 5th Floor, New York, New York 10013
________________________________________________________
(Address of principal executive offices) (Zip Code)
<TABLE>
<S> <C>
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), check the following box: / / A.(d), check the following box: /X/
</TABLE>
Securities Act registration statement file number to which this form
relates: 333-58631
_________
(If applicable)
Securities to be registered pursuant to Section 12(b) of the Act:
<TABLE>
<CAPTION>
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
------------------- ------------------------------
<S> <C>
________________________________ __________________________________
________________________________ __________________________________
</TABLE>
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $.01 par value per share
_________________________________________________
(Title of Class)
_________________________________________________
(Title of Class)
<PAGE>
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
Reference is made to the Company's Registration Statement on Form SB-2
(Registration No. 333-58631), and all amendments thereto, filed with the
Securities and Exchange Commission under the Securities Act of 1933, as
amended. A description of the Registrant's securities to be registered, as
required by Item 202 of Regulation S-K, is incorporated herein by reference
to the section entitled "Description of Securities" in the Company's
Preliminary Prospectus forming a part of the Company's Registration Statement
on Form SB-2, File No. 333-58631, and all amendments thereto, filed with the
Securities Exchange Commission on July 7, 1998.
ITEM 2. EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION OF DOCUMENT
- -------- -----------------------
<S> <C>
A The "Description of Securities" section of the Preliminary
Prospectus forming a part of the Registrant's Registration
Statement on Form SB-2, File No. 333-58631, and all amendments
thereto, is incorporated herein by reference as referred to in
Item 1.
1.1 Form of Common Stock Certificate (filed as Exhibit 4.1 to the
Registration Statement on Form SB-2, File No. 333-58631, and
hereby incorporated herein by reference).
2.1 Certificate of Incorporation, as amended (Filed as Exhibit 3.1
to the Registration Statement on Form SB-2, File No. 333-58631,
and hereby incorporated herein by reference).
2.2 By-Laws (Filed as Exhibit 3.2 to the Registration Statement on
Form SB-2, File No. 333-58631, and hereby incorporated herein
by reference).
</TABLE>
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.
OUTLOOK SPORTS TECHNOLOGIES, INC.
---------------------------------
Registrant
By: /s/ PAUL BERGER
-------------------------------
Paul Berger,
Chief Executive Officer
Date: March 15, 1998
<PAGE>
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.
OUTLOOK SPORTS TECHNOLOGIES, INC.
---------------------------------
Registrant
By: /s/ PAUL BERGER
-------------------------------
Paul Berger,
Chief Executive Officer
Date: March 15, 1999