STRIDE & ASSOCIATES INC
8-A12G, 1999-04-02
EMPLOYMENT AGENCIES
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<PAGE>

                       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


                            Stride & Associates, Inc.
- -------------------------------------------------------------------------------

             (Exact Name of Registrant as Specified in its Charter)

              DELAWARE                                  13-3789932
- ----------------------------------------    ------------------------------------
(State of Incorporation or Organization)    (I.R.S. Employer Identification no.)


          222 Berkeley Street, Suite 1620, Boston, Massachusetts 02116
- --------------------------------------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)


If this form relates to the               If this form relates to the           
registration of a class of                registration of a class of            
securities pursuant to                    securities pursuant to Section 12(g)  
Section 12(b) of the Exchange             of the Exchange Act and is            
Act and is effective pursuan              effective pursuant to General         
to General Instruction A.(c),             Instruction A.(d),                    
please check the following box. / /       please check the following box. /X/  
                                                                                
                                                
<TABLE>

<S>                                                                             <C>  
Securities Act registration statement file number to which this form relates:     333-75301
                                                                                ----------------
                                                                                 (If applicable)
Securities to be registered pursuant to Section 12(b) of the Act:

</TABLE>

<TABLE>

          <S>                                           <C>    
          Title of Each Class                           Name of Each Exchange on Which
          to be so Registered                           Each Class is to be Registered
          ---------------------                          -----------------------------
           Not Applicable
         --------------------
</TABLE>

Securities to be registered pursuant to Section 12(g) of the Act:

                     Common Stock, Par Value $.01 Per Share
              ---------------------------------------------------
                                (Title of class)

<PAGE>



         INFORMATION REQUIRED IN REGISTRATION STATEMENT


Item 1.           DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED

                           A description of the Common Stock of the registrant
                           is set forth in the information provided under
                           "Description of Capital Stock" in the Prospectus
                           which forms a part of to the Registration Statement
                           on Form S-1 (File No. 333-75301) filed under the
                           Securities Act of 1933 with the Securities and
                           Exchange Commission on March 30, 1999 (the
                           "Registration Statement"), which information is
                           incorporated herein by reference.

Item 2.           EXHIBITS

                           (1)   Specimen of the Common Stock certificate (to be
                                 incorporated by reference to Exhibit 4.1 to the
                                 Registration Statement).

                           (2)   (a)        Form of Third Amended and
                                            Restated Certificate of
                                            Incorporation of Registrant
                                            (incorporated by reference to
                                            Exhibit 3.2 to the Registration
                                            Statement).

                                 (b)        Form of Amended and Restated By-laws
                                            of Registrant (incorporated by
                                            reference to Exhibit 3.4 to the
                                            Registration Statement).

                                 (c)        Securities Purchase and Redemption
                                            Agreement (incorporated by reference
                                            to Exhibit 2.1 to the Registration
                                            Statement).



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<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.

                                              STRIDE & ASSOCIATES, INC.


                                              --------------------------
                                                     (Registrant)


                                              By: /s/ Michael C. Robichaud
                                                 --------------------------
                                                   Michael C. Robichaud
                                                   Chief Executive Officer

Dated: April 2, 1999



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