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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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
ELASTIC NETWORKS INC.
(Exact name of registrant as specified in its charter)
DELAWARE 58-2418576
(State of incorporation (IRS Employer
or organization) Identification No.)
6120 WINDWARD PARKWAY, SUITE 100, 30005
ALPHARETTA, GEORGIA (Zip code)
(Address of principal executive offices)
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 Section 12(b) securities pursuant to Section 12(g)
of the Exchange Act and is effective of the Exchange Act and is effective
pursuant to General Instruction A.(c), pursuant to General Instruction A.(d),
please check the following box. / / please check the following box. /X/
Securities Act registration statement file number to which this form
relates: 333-40500
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(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
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None
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $0.01 par value
(Title of class)
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Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
Elastic Networks Inc. (the "Registrant") hereby incorporates by
reference herein the description of the Registrant's Common Stock, $0.01 par
value per share, appearing under the caption "Description of Capital Stock"
in the Prospectus contained in the Registrant's Registration Statement on
Form S-1, as filed with the Securities and Exchange Commission (Registration
No. 333-40500), and as such section may be amended until the time such
Registration Statement on Form S-1 is declared effective.
Item 2. EXHIBITS
The following exhibits are filed as part of this Registration
Statement:
2(a) Registration Statement on Form S-1, as amended, as filed
with the Securities and Exchange Commission (incorporated
herein by reference to Registration Statement on Form S-1
(Registration No. 333-40500).
2(b) Form of Second Amended and Restated Certificate of
Incorporation.(1)
2(c) Form of Amended and Restated Bylaws.(2)
2(d) Copy of form of stock certificate for the Registrant's Common
Stock.(3)
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(1) Incorporated herein by reference to Exhibit 3.1 of the Registrant's
Registration Statement on Form S-1 (Registration No. 333-40500).
(2) Incorporated herein by reference to Exhibit 3.2 of the Registrant's
Registration Statement on Form S-1 (Registration No. 333-40500).
(3) Incorporated herein by reference to Exhibit 4.1 of the Registrant's
Registration Statement on Form S-1 (Registration No. 333-40500).
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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.
ELASTIC NETWORKS INC.
By /s/ Kevin D. Elop
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Kevin D. Elop
Chief Financial Officer,
Secretary and Treasurer
Dated: September 27, 2000
