YELLOWAVE CORP
8-A12B, 2000-07-28
PERSONAL SERVICES
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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

                              YELLOWAVE CORPORATION
--------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)

               Nevada                                   11-1771806
----------------------------------------    ------------------------------------
(State of Incorporation or Organization)    (I.R.S. Employer Identification no.)

    11777 San Vicente Boulevard, Suite 505
    Los Angeles, California                                    90049
    -----------------------------------------           ----------------
    (Address of Principal Executive Offices)               (Zip Code)

If this form relates to the If this form relates to the  registration of a class
of  registration of a class of securities  pursuant to Section 12(b)  securities
pursuant to Section  12(g) of the  Exchange Act and is effective of the Exchange
Act and is effective  upon filing  pursuant to General  upon filing  pursuant to
General  Instruction A.(c), please check the Instruction A.(d), please check the
following box. /x/

Securities  Act  registration  statement file number to which this form relates:
N/A

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
     -------------------                      ------------------------------

        Common Stock                           The American Stock Exchange


       Securities to be registered pursuant to Section 12(g) of the Act:

                                      None
                                      ----



<PAGE>



         ITEM 1.  DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED

          Holders of shares of common stock are entitled to  dividends  when and
as declared by the Board of Directors from funds legally available  therefor and
upon   liquidation  are  entitled  to  share  ratably  in  any  distribution  to
stockholders.  All holders of common stock are entitled to one vote per share on
any matter coming before the  stockholders  for a vote including the election of
Directors.  Stockholders are not entitled to cumulative  voting in elections for
Directors.  Holders of shares of common stock do not have pre-emptive  rights or
other  rights to  subscribe  for  unissued  or  treasury  shares  or  securities
convertible into shares.


         ITEM 2.           EXHIBITS

          None.


                                    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:  July 28, 2000
                                              YELLOWAVE CORPORATION




                                           By: /s/ Laura Ballegeer
                                               -----------------------------
                                               Name:  Laura Ballegeer
                                               Title: Chief Operating Officer



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