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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 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Educational Video Conferencing, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 06-1488212AA9
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(State of incorporation) (I.R.S. employer identification No.)
35 East Grassy Sprain Road, Suite 200, Yonkers, NY 10710
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(Address of principal executive offices) (Zip code)
If this Form relates to the registration of a class of debt securities and is
effective upon filing pursuant to General Instruction A.(c)(1) please check the
following box. [_]
If this Form relates to the registration of a class of debt securities and
is to become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A.(c)(2) please check the following box. [_]
Securities Act registration statement file number to which this form relates:
333-66085.
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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Common Stock, par value $.0001 Boston Stock Exchange
- ------------------------------ Pacific Exchange, Inc.
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.0001
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(Title of Class)
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Item 1. Description of Registrant's Securities to be Registered
Reference is made to the description of the Registrant's
common stock, par value $.0001 per share (the "Common Stock"), under
the caption "Description of Capital Stock" in the Registrant's Form
SB-2 Registration Statement (Registration No. 333-66085) filed with the
Securities and Exchange Commission on October 23, 1998 (the
"Registration Statement"), as subsequently amended, which description
is incorporated herein by reference.
Item 2. Exhibits
* 3.1 Registrant's Certificate of Incorporation, as amended
(Exhibit 3.1 to the Registration Statement).
* 3.2 Certificate of Correction of Registrant's Certificate
of Incorporation (Exhibit 3.4 to the Registration
Statement).
* 3.3 Registrant's Amended and Restated By-Laws (Exhibit
3.2 to the Registration Statement).
* 4.5 Form of Common Stock Certificate (Exhibit 4.5 to the
Registration Statement).
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* Incorporated by reference to the exhibits to the Registration Agreement.
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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.
Educational Video Conferencing, Inc.
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(Registrant)
Date: February 10, 1999 By: /s/ Richard Goldenberg
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Name: Richard Goldenberg
Title: Chief Financial Officer