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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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
EMBARCADERO TECHNOLOGIES, INC.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 68-0310015
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(State of Incorporation (I.R.S. Employer
or Organization) Identification no.)
425 Market Street, Suite 425
San Francisco, California 94105
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(Address of principal executive offices) (Zip Code)
If this Form relates to the If this Form relates to the
registration of a class of debt registration of a class of debt
securities and is effective upon securities and is to become
filing pursuant to General effective simultaneously with the
Instruction A(c)(1)please check the effectiveness of a concurrent
following box. / / registration statement under the
securities Act of 1933 Pursuant to
General Instruction A(c)(2) Please
check the following box / /
Securities to be registered pursuant to Section 12(b) of the Act:
Name of Each Exchange on Which Each
Title of Each Class to be so Registered Class is to be Registered
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None
Securities to be registered pursuant to Section 12(g) of the Act: Common Stock,
par value $.001
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Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
Incorporated by reference to the section of the preliminary prospectus
headed "Description of Capital Stock" contained in the Registrant's Registration
Statement on Form S-1 (Registration No. 333-30850) originally filed with the
Commission on February 22, 2000 (the "Registration Statement").
Item 2. EXHIBITS
The following exhibits are filed as a part of this registration
statement:
4.1 Registrant's Amended and Restated Certificate of Incorporation,
as currently in effect (incorporated by reference to Exhibit 3.1
to the Registration Statement)
4.2 Registrant's Amended and Restated Certificate of Incorporation,
to be effective upon closing (incorporated by reference to
Exhibit 3.2 to the Registration Statement)
4.3 Registrant's Bylaws, as currently in effect (incorporated by
reference to Exhibit 3.3 to the Registration Statement)
4.4 Registrant's Amended and Restated Bylaws, to be effective upon
closing (incorporated by reference to Exhibit 3.4 to the
Registration Statement)
5 Specimen Common Stock Certificate (incorporated by reference to
Exhibit 4.1 to the Registration Statement)
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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: April 11, 2000 EMBARCADERO TECHNOLOGIES, INC.
By: /s/ Ellen W. Taylor
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Ellen W. Taylor
President and
Chief Executive Officer
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