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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 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
JUPITER COMMUNICATIONS, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware 13-4069996
(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
627 Broadway, New York, New York 10012
(Address of Principal Executive Offices) (Zip Code)
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), 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), check the following box. /X/
Securities Act registration statement file number to which this form
relates: 333-84175.
Securities to be registered pursuant to Section 12(b) of the Act:
<TABLE>
<CAPTION>
Title of Each Class Name of Each Exchange on Which
to be Registered Each Class is to be Registered
---------------- ------------------------------
<S> <C>
None. None.
</TABLE>
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Securities to be registered pursuant to Section 12(g) of the Act:
<TABLE>
<CAPTION>
Title of Each Class Name of Each Exchange on Which
to be Registered Each Class is to be Registered
---------------- ------------------------------
<S> <C>
Common Stock, $0.001 par value NASDAQ National Market
(Title of Class)
</TABLE>
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
For a description of the securities to be registered hereunder,
reference is made to the information set forth under the heading
"Description of Capital Stock" contained in the Registrant's
Registration Statement on Form S-1, File No. 333-84175 (the "Form
S-1"), as filed with the Securities and Exchange Commission on July
30, 1999, as amended, which information is hereby incorporated by
reference.
ITEM 2. EXHIBITS.
The following exhibits to this Registration Statement have been filed
as exhibits to the Registrant's Registration Statement on Form S-1
and are hereby incorporated herein by reference.
Exhibit No. Description
1. Certificate of Incorporation, incorporated by reference to
Exhibit 3.1 of the Form S-1.
2. Form of Amended and Restated Certificate of Incorporation to
be effective upon the initial public offering, incorporated by
reference to Exhibit 3.2 of the Form S-1.
3. Bylaws, incorporated by reference to Exhibit 3.3 of the Form
S-1.
4. Form of Amended and Restated Bylaws to be effective upon the
initial public offering, incorporated by reference to Exhibit
3.4 of the Form S-1.
5. Specimen common stock certificate, incorporated by reference
to Exhibit 4.1 of the Form S-1.
6. Form of Registration Rights Agreement to be effective upon the
initial public offering, incorporated by reference to Exhibit
10.6 of the Form S-1.
7. 1997 Stock Option Plan, incorporated by reference to Exhibit
10.3 of the Form S-1.
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8. 1999 Stock Incentive Plan, incorporated by reference to
Exhibit 10.4 of the Form S-1.
9. 1999 Employee Stock Purchase Plan, incorporated by reference
to Exhibit 10.5 of the Form S-1.
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SIGNATURES
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.
JUPITER COMMUNICATIONS, INC
(Registrant)
Dated: October 4, 1999 By: /s/ Gene DeRose
--------------------------------
Gene DeRose
Chairman and Chief Executive
Officer
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