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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
NETWORK-1 SECURITY SOLUTIONS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 11-3027591
(State of incorporation or organization) (I.R.S Employer Indetification No.)
70 Walnut Street
Wellesley Hills, Massachusetts 02481
(Address of Principal Executive Offices) (Zip Code)
If this Form relates to the registration of a class of securities pursuant to
General Instruction A.(c), 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), check the following box. [ ]
Securities Act registration statement file number to which this form
relates: 333-596l7
Securities to be registered pursuant to section 12(b) of the Act:
Title of each class Name of each exchange on which
to be 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
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(Title of class)
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Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
The securities to be registered hereunder are common stock, par value
$.01 per share (the "Common Stock") of Network-1 Security Solutions, Inc. (the
"Registrant"). A description of the Common Stock is set forth under the caption
"Description of Securities" contained in the prospectus forming a part of the
Registrant's Registration Statement on Form SB-2, as amended (the "Registration
Statement") (File No. 333-59617) initially filed with the Securities and
Exchange Commission on July 22, 1998. Such description, and as it may be
subsequently amended, is incorporated herein by reference.
Item 2. EXHIBITS
The following exhibits are filed as a part of this Registration
Statement:
Exhibit No. Description
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1 Certificate of Incorporation of the Registrant, as
amended, incorporated herein by reference to Exhibit 3.1
to the Registration Statement.
2 By-laws of the Registrant, as amended, incorporated
herein by reference to Exhibit 3.2 to the Registration
Statement.
3 Form of Common Stock Certificate evidencing shares of the
Registrant's Common Stock, incorporated herein by
reference to Exhibit 4.1 to the Registration Statement.
4 Registrant's Stock Option Plan, as amended, incorporated
herein by reference to Exhibit 4.2 to the Registration
Statement.
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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.
NETWORK-1 SECURITY SOLUTIONS, INC.
Date: October 6, 1998 By: /s/ Avi A. Fogel
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Avi A. Fogel
President and Chief Executive Officer
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INDEX TO EXHIBITS
Exhibit No. Description
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1 Certificate of Incorporation of the Registrant, as
amended, incorporated herein by reference to Exhibit 3.1
to the Registration Statement.
2 By-laws of the Registrant, as amended, incorporated
herein by reference to Exhibit 3.2 to the Registration
Statement.
3 Form of Common Stock Certificate evidencing shares of the
Registrant's Common Stock, incorporated herein by
reference to Exhibit 4.1 to the Registration Statement.
4 Registrant's Stock Option Plan, as amended, incorporated
herein by reference to Exhibit 4.2 to the Registration
Statement.