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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
The Management Network Group, Inc.
(Exact name of Registrant as specified in its charter)
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Delaware 48-1129619
(State of incorporation or organization (IRS Employer I.D. No.)
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7300 College Boulevard, Suite 302, Overland Park, KS 66210
(Address of principal executive offices)
Securities to be registered pursuant to Section 12(b) of the Act:
None
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 (if
applicable): 333-76049
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $.001 par value per share
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(Title of Class)
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Item 1. Description of Registrant Securities to be Registered
Incorporated by reference to pages 64 through 66 of the Preliminary
Prospectus contained in Registrant's Registration Statement on Form
S-1 filed on September 20, 1999 (the "S-1 Registration Statement").
Item 2. Exhibits
The following exhibits are filed as a part of this registration
statement:
1.* Specimen certificate for Registrant's Common Stock;
2.** Certificate of Incorporation, as currently in effect;
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* Incorporated by reference to Exhibit 4.1 to the S-1 Registration Statement.
** Incorporated by reference to Exhibit 3.1 to the S-1 Registration Statement.
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.
Date: October 9, 1999 THE MANAGEMENT NETWORK GROUP, INC.
By: /s/ Richard P. Nespola
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Richard P. Nespola
President and Chief Executive Officer