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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
STARMET CORPORATION
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(Exact name of registrant as specified in its charter)
MASSACHUSETTS 04-2506761
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(State of incorporation or organization) (I.R.S. Employer Identification No.)
2229 Main Street, Concord, Massachusetts 01742
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (978) 369-5410
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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 [X].
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 [ ].
Securities Act registration statement file number to which this form relates:
333-49629.
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, $.10 par value Nasdaq National Market
Securities to be registered pursuant to Section 12(g) of the Act:
None
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Item 1. Description of Registrant's Securities to be Registered
A description of the Registrant's Common Stock, par value $.10 per
share, is contained in Amendment No. 2 to the Registrant's Registration
Statement on Form S-1 (Registration Statement No. 333-49629), filed with the
Securities and Exchange Commission on June 12, 1998, under the caption
"Description of Capital Stock," which description is incorporated herein by
reference.
Item 2. Exhibits
The following exhibits are incorporated herein by reference:
3(a) Articles of Organization, as amended, of the Registrant. (1)
3(b) By-laws, as amended, of the Registrant. (2)
4(i) Form of Common Stock Certificate of Registrant.*
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* Filed as exhibit herewith.
(1) Incorporated by reference to the similarly numbered Exhibit to the
Registrant's Annual Report on Form 10-K for the fiscal year ended
September 30, 1997.
(2) Incorporated by reference to the similarly numbered Exhibit to
Amendment No. 1 to the Registrant's Registration Statement on Form S-1
filed on May 22, 1998.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Act of
1934, the Registrant has duly caused this Registration Statement to be signed
on its behalf by the undersigned, thereto duly authorized.
Date: June 19, 1998 /s/ ROBERT E. QUINN
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Robert E. Quinn
President
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COMMON STOCK COMMON STOCK
STARMET
Metallurgical Excellence
STARMET CORPORATION
INCORPORATED UNDER THE LAWS OF THE COMMONWEALTH OF MASSACHUSETTS
THIS CERTIFICATE IS TRANSFERABLE IN CUSIP 855547 10 5
BOSTON, MA OR NEW YORK, NY SEE REVERSE FOR CERTAIN DEFINITIONS
This Certified that
JEFFRIES BANKNOTE CO.
LOS ANGELES
SPECIMEN
is the owner of
FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK, PAR VALUE $.10, OF
STARMET CORPORATION transferable only on the books of the Corporation by the
holder thereof in person or by duly authorized attorney upon the surrender of
this certificate properly endorsed or assigned. This Certificate and the shares
represented hereby are subject to the laws of the Commonwealth of Massachusetts;
and to the Articles of Organization of the Corporation filed in the office of
the Secretary of said Commonwealth, and to the By-laws of the Corporation as
amended.
This Certificate is not valid until countersigned by the Transfer Agent and
registered by the Registrar.
IN WITNESS WHEREOF, the said Corporation has caused the facsimile signatures
of the duly authorized officers and a facsimile of the corporate seal to be
printed hereon.
Dated:
George J. Matthews [SEAL] Robert E. Quinn
TREASURER PRESIDENT
COUNTERSIGNED AND REGISTERED:___________________
STATE STREET BANK AND TRUST COMPANY
TRANSFER AGENT AND REGISTRAR
BY
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AUTHORIZED SIGNATURE
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laws or regulations:
TEN COM -- as tenants in common
TEN ENT -- as tenants by the entireties
JT TEN -- as joint tenants with rights
of survivorship and not as
tenants in common
UNIF GIFT MIN ACT -- _______________Custodian________________
(Cust) (Minor)
Under Uniform Gifts to Minors
Act__________________________________
(State)
Additional abbreviations may also be used though not in the above list.
For value received, ____________________ hereby sell, assign and transfer unto
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
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/ /
/ /
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PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS INCLUDING ZIP CODE OF ASSIGNEE
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
__________________________________________________________________________Shares
of the capital stock represented by the within Certificate, and do hereby
irrevocably constitute and appoint ____________________________________ Attorney
to transfer the said stock on the books of the within-named Corporation with
full power of substitution in the premises.
Dated____________________________________
_______________________________________________
NOTICE: THE SIGNATURE TO THIS ASSIGNMENT MUST
CORRESPOND WITH THE NAME AS WRITTEN
UPON THE FACE OF THE CERTIFICATE, IN
EVERY PARTICULAR, WITHOUT ALTERATION
OR ENLARGEMENT, OR ANY CHANGE WHATEVER.
Signature(s) Guaranteed:
________________________________________________
THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN
ELIGIBLE GUARANTOR INSTITUTION (BANKS,
STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND
CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED
SIGNATURE GUARANTEE MEDALLION PROGRAM). PURSUANT
TO S.E.C. RULE 17Ad-15.