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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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
Millennium Cell Inc.
(Exact Name of Registrant as Specified in its Charter)
Delaware 22-3726792
(State of Incorporation or Organization) (I.R.S. Employer
Identification No.)
1 Industrial Way West
Eatontown, New Jersey 07724
(Address of Principal Executive Offices) (Zip Code)
If this form relates to the registration of a class of securities pursuant to
Section 12 (b) of the Exchange Act and is effective upon filing pursuant to
General Instruction A.(c), please 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), please check the following box. [X]
Securities Act registration statement file number to which this 333-37896
form relates: (If applicable)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
Not applicable Not applicable
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.001
(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
See "Description of Capital Stock" in Millennium Cell Inc.'s
registration statement on Form S-1 (Registration No. 333-37896) (the
"Registration Statement") filed with the Securities and Exchange Commission (the
"Commission ") on May 25, 2000 and any amendments to the Registration Statement
made prior to the effective date, each of which is hereby incorporated herein by
reference.
ITEM 2. EXHIBITS.
The following exhibits are incorporated by reference to the
documents specified, which have been or will be filed with the Commission.
1. Certificate of Incorporation of Millennium Cell Inc. filed by Exhibit
3.1 to the Registration Statement.
2. By-laws of Millennium Cell Inc. filed as Exhibit 3.2 to the
Registration Statement.
3. Certificate of Amendment to Certificate of Incorporation of Millennium
Cell Inc. filed as Exhibit 3.3 to Amendment No. 1 to the Registration
Statement.
4. Specimen stock certificate representing Millennium Cell Inc. common
stock filed as Exhibit 4.2 to Amendment No. 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.
MILLENNIUM CELL INC.
Date: July 19, 2000 By: /s/ Stephen S. Tang
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Name: Stephen S. Tang
Title: Chief Executive Officer & President
