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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
AVENUE A, INC.
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(Exact Name of Registrant as Specified in Its Charter)
WASHINGTON 91-1819567
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(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
506 SECOND AVENUE, 9TH FLOOR
SEATTLE, WASHINGTON 98104
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(Address of Principal Executive Offices) (Zip Code)
If this form relates to the registration If this form relates to the
of a class of securities pursuant to registration of a class of
Section 12(b) of the Exchange Act and is securities pursuant to Section
effective pursuant to General 12(g) of the Exchange Act and is
Instruction A.(c), please check the effective pursuant to General
following box. [_] Instruction A.(d), please check
the following box. [X]
Securities Act registration statement file number to which this form relates:
333-92301
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
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $0.01 par value per share
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(Title of Class)
Page 1 of 4
Exhibit Index on Page 4
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Item 1. Description of Registrant's Securities to be Registered
The description of the common stock being registered set forth under
the caption "Description of Capital Stock" in the prospectus contained in the
registrant's Registration Statement on Form S-1, File No. 333-92301, as
originally filed with the Securities and Exchange Commission on December 8,
1999, or as subsequently amended (the "Registration Statement"), is incorporated
by reference in response to this item.
Item 2. Exhibits
The following exhibits are filed as a part of this Registration
Statement:
Exhibit No. Description
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1 Amended and Restated Articles of Incorporation of the registrant
(incorporated by reference to Exhibit 3.1 to the Registration
Statement).
2 Amended and Restated Bylaws of the registrant (incorporated by
reference to Exhibit 3.2 to the Registration Statement).
Page 2 of 4
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, as amended, the Registrant has duly caused this Registration Statement
to be signed on its behalf by the undersigned, thereunto duly authorized.
AVENUE A, INC.
/s/ Robert M. Littauer
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Robert M. Littauer
Vice President, Finance & Administration,
Chief Financial Officer,
Secretary and Treasurer
Dated: February 7, 2000
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EXHIBIT INDEX
Sequential
Exhibit No. Description Page No.
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<S> <C> <C>
1 Amended and Restated Articles of Incorporation of the registrant --
(incorporated by reference to Exhibit 3.1 to the Registration
Statement).
2 Amended and Restated Bylaws of the registrant (incorporated by --
reference to Exhibit 3.2 to the Registration Statement).
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