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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
CYBERGOLD, INC.
(Exact Name of Registrant as Specified in Its Charter)
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<S> <C>
Delaware 94-3212392
(State of (I.R.S. Employer
Incorporation or Organization) Identification Number)
1330 Broadway 94612
Oakland, California
(Address of Principal Executive Offices) (Zip Code)
If this form relates to the registration of a class of If this form relates to the registration of a class of
Securities pursuant to Section 12(b) of the Exchange of securities pursuant to Section 12(g) of the Exchange
Act and is effective pursuant to General Instruction Act and is effective pursuant to General Instruction
A.(c), please check the following box. / / A.(d), please check the following box. /X/
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Securities Act registration statement file number to which this form relates:
333-79067
(If applicable)
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
Not Applicable Not Applicable
Common Stock, $0.00015 par value
(Title of class)
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Item 1. Description of Registrant's Securities to be Registered.
Incorporated herein by reference to the Description of Capital
Stock section of the Company's Registration Statement on Form
S-1 (File No. 333-79067).
Item 2. Exhibits.
Exhibit
Number Description
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3.1* Registrant's Certificate of Incorporation.
3.2* Registrant's Amended and Restated Certificate of
Incorporation, to be effective upon the closing of
the offering.
3.3* Registrant's Bylaws.
3.4* Form of Amended and Restated Bylaws of the
Registrant.
4.2* Specimen Common Stock Certificate.
4.3* Amended and Restated Investors' Rights Agreement.
*Incorporated herein by reference to the exhibits of the same number in the
Registrant's Registration Statement on Form S-1.
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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.
CYBERGOLD, INC.
Date: September 14, 1999 By: /s/ A. Nathaniel Goldhaber
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A. Nathaniel Goldhaber
President
