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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 (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Integrated Telecom Express, Inc.
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(Exact name of Registrant as specified in its charter)
Delaware 77-0403748
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(State of incorporation or organization) (I.R.S. Employer Identification No.)
2710 Walsh Avenue
Santa Clara, CA 95051
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(Address of principal executive offices)
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: 333-39128
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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
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None
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Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $0.001 par value
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(Title of Class)
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Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
Incorporated by reference to the section entitled "Description of
Capital Stock" on pages 65-67 of Amendment No. 4 to the Registrant's
Registration Statement on Form S-1 (Registration No. 333-39128) (the "S-1
Registration Statement") filed with the Securities and Exchange Commission (the
"Commission") on July 27, 2000.
Item 2. EXHIBITS.
Number Description
3.1(1) Third Amended and Restated Certificate of Incorporation
of the Registrant, as currently in effect.
3.2(1) Form of Fourth Amended and Restated Certificate of
Incorporation of the Registrant to be in effect
following the closing of the Registrant's initial
public offering.
4.1(2) Specimen Common Stock Certificate.
4.2(2) Bylaws of the Registrant, as currently in effect.
4.3(3) Form of Restated Bylaws of the Registrant to be in
effect immediately following the closing of the
Registrant's initial public offering.
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1. Incorporated herein by reference to the exhibit of the same number
in Amendment No. 3 to the S-1 Registration Statement, filed with
the Commission on July 24, 2000.
2. Incorporated herein by reference to the exhibits of the same
number in the S-1 Registration Statement, filed with the
Commission on June 13, 2000.
3. Incorporated herein by reference to the exhibit of the same number
in Amendment No. 4 to the S-1 Registration Statement, filed with
the Commission on July 27, 2000.
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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: August 4, 2000
INTEGRATED
By: /s/ Richard Forte
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Richard Forte, President and
Chief Executive Officer
