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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 (THE "EXCHANGE ACT")
eSpeed, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware 13-4063515
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(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
One World Trade Center, 103rd Floor, New York, NY 10048
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(Address of Principal Executive Offices) (Zip Code)
If this form relates to the If this forms 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 pursuant Exchange Act and is effective pursuant
to General Instruction A.(c), please to General Instruction A.(d), please
check the following box. / / check the following box. /X/
Securities Act registration statement file number to which this form
relates: 333-87475
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(If applicable)
Securities to be registered pursuant to Section 12(b) of the Exchange Act:
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Securities to be registered pursuant to Section 12(g) of the Exchange Act;
Class A Common Stock, $.01 par value per share
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(Title of Class)
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Item 1. Description of Registrant's Securities to be Registered
The description of the securities to be registered hereby as set forth
under the caption "Description of Capital Stock" in (i) the prospectus (subject
to completion) dated November 15, 1999 and included in Part I of Amendment No. 1
to the Registration Statement (Registration No. 333-87475) on Form S-1 (as
amended, the "Registration Statement") of the registrant filed with the
Securities and Exchange Commission (the "Commission") pursuant to the Securities
Act of 1933, as amended (the "Securities Act"), and (ii) the related final form
of the prospectus to be filed with the Commission pursuant to Rule 424(b) of the
Securities Act, is incorporated herein by reference.
Item 2. Exhibits
The following exhibits are filed as part of this registration
statement:
Exhibit No. Exhibit Description
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3.1* Amended and Restated Certification of Incorporation of the
Company
3.2* Amended and Restated By-Laws of the Company
4.1* Specimen Class A Common Stock certificate of the Company
* Previously filed with the Commission as an exhibit to the Registration
Statement and incorporated herein by reference pursuant to Rule 12b-32(a) of the
Exchange Act and Rule 102 of Regulation S-T.
2
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized.
eSPEED, INC.
Date: November 17, 1999 By: /s/ Howard W. Lutnick
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Name: Howard W. Lutnick
Title: Chairman and Chief Executive Officer
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EXHIBIT INDEX
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Exhibit No. Exhibit Description
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3.1* Amended and Restated Certificate of Incorporation
3.2* Amended and Restated By-Laws of the Company
4.1* Specimen Class A Common Stock Certificate of the Company
* Previously filed with the Commission as an exhibit to the Registration
Statement and incorporated herein by reference pursuant to Rule 12b-32(a) of the
Exchange Act and Rule 102 of Regulation S-T.
