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UNITED STATES
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
Lowestfare.com, Inc.
(Exact name of registrant as specified in its charter)
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Delaware 88-0407016
<S> <C>
(State of incorporation or organization) (I.R.S. Employer Identification No.)
980 Kelly Johnson Drive, Las Vegas, Nevada 89119
(Address of principal executive offices) (ZIP Code)
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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), 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. [X]
Securities Act registration statement file number to which this form relates:
333-74514.
Securities to be registered pursuant to Section 12(b) of the Act:
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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 None
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Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $0.01 per share
(Title of class)
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Item 1. Description of Registrant's Securities to be Registered
The description of the common stock, par value $.01 per share,
of the Registrant under the caption "Description of Capital
Stock" contained in the Registrant's Registration Statement on
Form S-1 (File No.333-74514), as filed with the Securities and
Exchange Commission on March 16, 1999, as amended from time to
time (the "Registration Statement"), is hereby incorporated by
reference.
Item 2. Exhibits
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Exhibit
Number Description
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3.1 Certificate of Incorporation. (Incorporated herein by
reference to Exhibit 3.1 to the Registration Statement.)
3.2 Form of First Amended and Restated Certificate of
Incorporation, to be filed prior to completion of the
offering. (Incorporated herein by reference to Exhibit 3.2 to
the Registration Statement.)
3.4 Bylaws. (Incorporated herein by reference to Exhibit 3.4 to
the Registration Statement.)
4.1 Specimen common stock certificate. (Incorporated herein by
reference to Exhibit 4.1 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.
Dated: April 27, 1999. Lowestfare.com, Inc.
By: /s/ Kenneth G. Swanton
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Kenneth G. Swanton,
Chief Executive Officer
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INDEX TO EXHIBITS
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Exhibit
Number Description
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3.1 Certificate of Incorporation. (Incorporated herein by
reference to Exhibit 3.1 to the Registration Statement.)
3.2 Form of First Amended and Restated Certificate of
Incorporation, to be filed prior to completion of the
offering. (Incorporated herein by reference to Exhibit 3.2 to
the Registration Statement.)
3.4 Bylaws. (Incorporated herein by reference to Exhibit 3.4 to
the Registration Statement.)
4.1 Specimen common stock certificate. (Incorporated herein by
reference to Exhibit 4.1 to the Registration Statement.)
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