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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
SYSTEMS & COMPUTER TECHNOLOGY CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 23-1701520
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(State of incorporation or organization (I.R.S. Employer Identification No.)
Great Valley Corporate Center
4 Country View Road
Malvern, Pennsylvania 19355
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(Address of principal executive offices) (zip code)
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If this form relates to the registration of a If this form relates to the registration of a
class of debt securities and is effective upon class of debt securities and is to become
filing pursuant to General Instruction A(c)(1) effective simultaneously with the
please check the following box. / / effectiveness of a concurrent registration
statement under the Securities Act of 1933
pursuant to General Instruction A(c)(2) please
check the following box. / /
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Securities to be registered pursuant to Section 12(g) of the Act:
CONVERTIBLE SUBORDINATED DEBENTURES DUE 2004
(Title of class)
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities To Be Registered.
Incorporated by reference to the Section entitled "Description of
Debentures" contained in the Registrant's Registration Statement on Form S-3
filed with the Commission on October 9, 1997.
Item 2. Exhibits.
3.1 Restated Certificate of Incorporation (incorporated by reference
to Exhibit 3.1 to the Registrant's Registration Statement on Form S-3 filed with
the Commision on September 1, 1993, File No. 33-65974).
3.2 By-laws (incorporated by reference to Exhibit 3.2 to the
Registrant's Registration Statement on Form S-3 filed with the Commision on
September 1, 1993, File No. 33-65974).
4. Form of Indenture relating to % Convertible Subordinated
Debentures due 2004, including Form of Debenture (incorporated by reference to
Exhibit 4 to the Registrant's Registration Statement on Form S-3 filed with the
Commission on October 9, 1997).
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, Registrant has duly caused this Registration Statement to be signed
on its behalf by the undersigned, thereto duly authorized.
Registrant:
SYSTEMS & COMPUTER TECHNOLOGY CORPORATION
By: /s/ Richard A. Blumenthal
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Richard A. Blumenthal
Senior Vice President, General Counsel
and Secretary
Date: October 9, 1997
