FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(B) OR (G) OF THE
SECURITIES EXCHANGE ACT OF 1934
METRO-TEL CORP.
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(Exact name of registrant as specified in its charter)
DELAWARE 11-2014231
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(State of Incorporation or Organization) (I.R.S. Employer
Identification No.)
290 N.E. 68TH STREET, MIAMI, FL 33138
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(Address of Principal Executive Offices) (Zip Code)
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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COMMON STOCK, $.025 PAR VALUE AMERICAN STOCK EXCHANGE, INC.
CHICAGO STOCK EXCHANGE INCORPORATED
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 Not Applicable)
to which this form relates: ---------------
(if applicable)
Securities to be registered pursuant to Section 12(g) of the Act:
NONE
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(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
The total authorized capital of the Company consists of 200,000 shares
of Preferred Stock, $1.00 par value per share, and 15,000,000 shares of Common
Stock, $.025 par value per share. This Registration Statement pertains to the
listing of the Company's Common Stock on the American Stock Exchange, Inc. The
Company's Common Stock has heretofore been registered under Section 12(b) of the
Securities Exchange Act of 1934 in connection with the listing thereof on The
Chicago Stock Exchange Incorporated, on which the Company's Common Stock will
also remain listed.
PREFERRED STOCK
No shares of Preferred Stock are presently issued or outstanding. The
Board of Directors has the authority, without action by the stockholders, to
create one or more series of Preferred Stock and to fix the designation, powers,
preferences (including with respect to dividends and on liquidation), rights
(including voting, dividend, conversion, sinking fund and redemption rights) and
qualifications, limitations and restrictions of each series.
COMMON STOCK
Each outstanding share of Common Stock is entitled to one vote on all
matters submitted to a vote of stockholders. There is no cumulative voting.
Subject to the rights of any series of Preferred Stock which may from time to
time be outstanding, the holders of outstanding shares of Common Stock are
entitled to receive all dividends declared by the Board of Directors out of
assets legally available therefor at such times and in such amounts as the Board
of Directors may from time to time determine. Upon liquidation, dissolution or
winding up of the Company, the holders of Common Stock are entitled to receive
pro rata the assets of the Company which are legally available for distribution,
after payment of all debts and other liabilities and subject to the rights of
the holders of Preferred Stock, if any. Shares of Common Stock are neither
redeemable nor convertible, and the holders thereof have no preemptive or
subscription rights to purchase any securities of the Company.
EXHIBIT 2. EXHIBITS
Not Applicable.
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SIGNATURES
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, thereunto duly authorized.
METRO-TEL CORP.
DATE: October 28, 1999 By: /s/ Michael S. Steiner
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Michael S. Steiner,
President
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