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
ASD SYSTEMS, INC.
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(Exact name of registrant as specified in its charter)
Texas 75-2737041
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(State of incorporation or (I.R.S. Employer Identification
organization) Number)
3737 Grader Street, Suite 110
Garland, Texas 75041
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(Address of principal executive (Zip Code)
offices)
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
None N/A
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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), please 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), please check
the following box. [X]
Securities Act registration statement file number to which this
form relates: 333-85983 (if applicable)
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Securities to be registered pursuant to Section 12(g) of the Act:
COMMON STOCK, PAR VALUE $.0001 PER SHARE
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(Title of class)
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. Description of Registrant's Securities to be Registered.
A description of the Registrant's common stock, par value
$.0001 per share, to be registered hereby is contained in the
section entitled "Description of Capital Stock" in the
Registrant's Form S-1 Registration Statement, filed with the
Securities and Exchange Commission on August 26, 1999
(Registration No. 333-85983), as amended, pursuant to the
Securities Act of 1933, as amended (the "S-1 Registration
Statement"), and such information is incorporated herein by
reference.
ITEM 2. Exhibits.
Exhibit No. Exhibit
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1. Amended and Restated Articles of Incorporation
of the Registrant (Incorporated by reference
to Exhibit 3.1 to the S-1 Registration
Statement).
2. Amended and Restated Bylaws of the Registrant
(Incorporated by reference to Exhibit 3.2 to
the S-1 Registration Statement).
3. Form of Common Stock Certificate of the
Company (Incorporated by reference to Exhibit
4.1 to the S-1 Registration Statement).
4. Amended and Restated Shareholders' Agreement,
dated as of August 23, 1999, between the
Registrant and certain holders of equity
securities of the Registrant (Incorporated by
reference to Exhibit 10.12 to the S-1
Registration Statement).
[Signature Page Follows]
<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.
ASD SYSTEMS, INC.
By: /s/ Norman Charney
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Norman Charney
President and Chief Executive Officer
Date: November 4, 1999
