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FORM 8-A
(Amendment No. 1)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FOR REGISTRATION FORM ON 8-A OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
fashionmall.com, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
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DELAWARE 06-1544139
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(State of Incorporation or Organization) (I.R.S. Employer
Identification No.)
575 Madison Avenue
NEW YORK, NEW YORK 10022
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(Address of Principal Executive Offices) (Zip Code)
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If this form relates to the If this form relates to the
registration of a class of securities registration of a class of securities
pursuant to Section 12(b) of the pursuant to Section 12(g) of the
Exchange Act and is effective Exchange Act and is effective
pursuant to General Instruction pursuant to General Instruction
A.(c), please check the following A.(d), please check the following
box. [ ] box. [x ]
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Securities Act registration statement file number to which this form relates:
333-74109
Securities to be registered pursuant to Section 12(b) of the Act:
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Title of each class to Name of each exchange on which
be so registered each class is to be registered
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None
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Securities to be registered pursuant to Section 12(g) of the Act:
Title of each class to
be so registered
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Common Stock, par
value $.01 per share
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Copies of correspondence should be forwarded to:
Kenneth R. Koch, Esq.
Squadron, Ellenoff, Plesent & Sheinfeld, LLP
551 Fifth Avenue
New York, New York 10176
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
Incorporated by reference to the information set forth under the
heading "Description of Securities" contained in the Registration Statement on
Form SB-2 (Registration No. 333- 74109) under the Securities Act of 1933, as
amended, as filed with the Securities and Exchange Commission on March 9, 1999,
and as such Registration Statement may be thereafter amended.
ITEM 2. EXHIBITS.
EXHIBIT NO. EXHIBIT
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3.1 Certificate of Incorporation (incorporated by reference to
Exhibit 3.1 to the Registration Statement on Form SB-2
(Registration No. 333-74109) under the Securities Act of 1933,
as amended).
3.2 By-laws (incorporated by reference to Exhibit 3.2 to the
Registration Statement on Form SB-2 (Registration
No. 333-74109) under the Securities Act of 1933, as amended).
4.1 Form of Stock Certificate (incorporated by reference to
Exhibit 4.2, filed by amendment, to the Registration Statement
on Form SB-2 (Registration No. 333-74109) under the Securities
Act of 1933, as amended).
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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.
REGISTRANT: fashionmall.com, Inc.
DATE: MAY 20, 1999
BY: /S/ BENJAMIN NARASIN
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NAME: BENJAMIN NARASIN
TITLE: CHIEF EXECUTIVE OFFICER AND
PRESIDENT
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