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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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AMENDMENT TO FORM 10 CONVERTING TO
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
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C-CUBE SEMICONDUCTOR INC.
(Exact name of Registrant as specified in its charter)
DELAWARE 77-0192108
(State of Incorporation or organization) (I.R.S. employer identification no.)
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1778 McCarthy Blvd.
Milpitas, California 95035
(Address of principal executive offices) (Zip code)
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<S> <C>
If this form relates to the registration If this form relates to the registration of
of a class of debt securities and is a class of debt securities and is to become
effective upon filing pursuant to General effective simultaneously with the
Instructions A(c)(1) please check the effectiveness of a concurrent registration
following box. [ ] statement under the Securities Act of 1933
pursuant to General Instruction A(c)(2)
please check the following box. [ ]
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SECURITIES ACT REGISTRATION NUMBER TO WHICH THIS FORM RELATES:
333-31896
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SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
None
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SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
TITLE OF EACH CLASS TO NAME OF EACH EXCHANGE ON WHICH
BE SO REGISTERED EACH CLASS IS TO BE REGISTERED
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Common Stock National Association of
0.001 Par Value Securities Dealers Automated
Quotation System
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The description of the Registrant's Common Stock (the "Common Stock")
included under the caption "Description of Capital Stock" in the
Registrant's Registration Statement on Form S-1 No. 333-31896 is
incorporated herein by reference. The Common Stock is to be registered
on the National Association of Securities Dealers Automated Quotation
System.
ITEM 2.
The following exhibits are filed as a part of this registration
statement (all of which are incorporated by reference to the
corresponding exhibit as filed or to be filed with the Form S-1
Registration Statement):
3.1 Certificate of Incorporation of C-Cube Semiconductor Inc.
3.2 Bylaws of C-Cube Semiconductor Inc.
4.1 Reference is made to Exhibits 3.1 & 3.2 hereof.
4.2 Specimen Stock Certificate.
10.9 2000 Stock Plan.
10.10 Form of 2000 Stock Plan Agreement.
10.11 2000 Employee Stock Purchase Plan.
10.12 Form of 2000 Employee Stock Purchase Plan Agreement.
10.13 2000 Director Option Plan.
10.14 Form of 2000 Director Plan Agreement.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities and
Exchange Act of 1934, the Registrant has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereto duly
authorized.
Dated: March 22, 2000
C-CUBE SEMICONDUCTOR INC.
By: /s/ Umesh Padval
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Umesh Padval
President and
Chief Financial Officer
