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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
DigitalThink, Inc.
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(Exact name of Registrant as specified in its charter)
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Delaware 94-3244366
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(State of incorporation or organization (IRS Employer I.D. No.)
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1098 Harrison St., San Francisco, California 94103
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(Address of principal executive offices)
Securities to be registered pursuant to Section 12(b) of the Act:
None
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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): 333-92429
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 52 through 54 of the Preliminary
Prospectus contained in Registrant's Registration Statement on Form
S-1 filed on December 9, 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.** Amended and Restated Certificate of Incorporation, as
currently in effect;
3.*** Certificate of Incorporation, as proposed to be in
effect upon completion of Registrant's initial public
offering;
4.**** Bylaws of the Registrant, as currently in effect;
5.***** Bylaws of the Registrant, as proposed to be in effect
upon completion of Registrant's initial public
offering;
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* Incorporated by reference to Exhibit 4.1 to the S-1 Registration
Statement.
** Incorporated by reference to Exhibit 3.1(a) to the S-1 Registration
Statement.
*** Incorporated by reference to Exhibit 3.1(b) to the S-1 Registration
Statement.
**** Incorporated by reference to Exhibit 4.2(a) to the S-1 Registration
Statement.
***** Incorporated by reference to Exhibit 4.2(b) 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: December 28, 1999 DIGITALTHINK, INC.
By: /s/ Peter J. Goettner
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Peter J. Goettner
President and Chief Executive Officer
