<PAGE>
UNITED STATES
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
APPLIED MICRO CIRCUITS CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 94-2586591
(State of incorporation or organization) (IRS Employer
Identification No.)
6290 SEQUENCE DRIVE, SAN DIEGO, CA 92121
(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
------------------- ------------------------------
None None
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $0.01 par value
-----------------------------
(Title of Class)
<PAGE>
Item 1. Description of Registrant's Securities to be Registered
-------------------------------------------------------
Incorporated by reference to the information set forth under the caption
"Description of Capital Stock" in the Registrant's Registration Statement on
Form S-1, filed concurrently herewith.
Item 2. Exhibits
--------
The following exhibits are filed as a part of this
Registration Statement:
1 Specimen certificate for Registrant's Common
Stock.*
2.1 Amended and Restated Certificate of Incorporation
of the Company -- incorporated herein by
reference to Exhibit 3.1 to the Registrant's
Registration Statement on Form S-1.
2.2 Form of Amended and Restated Certificate of
Incorporation of the Company (to be filed with
the Delaware Secretary of State upon the closing
of the offering) -- incorporated herein by
reference to Exhibit 3.2 to the Registrant's
Registration Statement on Form S-1.
2.3 Amended and Restated Bylaws of the Company --
incorporated herein by reference to Exhibit 3.3
to the Registrant's Registration Statement on
Form S-1.
2.4 Form of Second Amended and Restated Bylaws of the
Company -- to be effective upon the closing of the
offering -- incorporated herein by reference to
Exhibit 3.4 to the Registrant's Registration
Statement on Form S-1.
2.5 Convertible Preferred Stock, Series 1 and Series
2, Purchase Agreement, dated December 8, 1983 --
incorporated herein by reference to Exhibit 10.7
to the Registrant's Registration Statement on
Form S-1.
2.6 Convertible Preferred Stock Series 3 Purchase
Agreement, dated September 16, 1987 --
incorporated herein by reference to Exhibit 10.8
to the Registrant's Registration Statement on
Form S-1.
- ----------------------
* To be filed by amendment.
-2-
<PAGE>
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: October 10, 1997 APPLIED MICRO CIRCUITS CORPORATION
By: /s/ David M. Rickey
--------------------------
David M. Rickey,
President and
Chief Executive Officer
-3-
<PAGE>
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Sequentially
------------
Exhibit No. Description Numbered Page
- ----------- ----------- -------------
<S> <C> <C>
1 Specimen certificate for Registrant's Common
Stock.*
2.1 Amended and Restated Certificate of Incorporation Incorporated by
-- incorporated herein by reference to Exhibit reference
3.1 to the Registrant's Registration Statement on
Form S-1.
2.2 Form of Amended and Restated Certificate of Incorporated by
Incorporation of the Company (to be filed with the reference
Delaware Secretary of State upon the closing of
the offering) -- incorporated herein by reference
to Exhibit 3.2 to the Registrant's Registration
Statement on Form S-1.
2.3 Amended and Restated Bylaws of the Company -- Incorporated by
incorporated herein by reference to Exhibit 3.3 to reference
the Registrant's Registration Statement on Form S-1.
2.4 Form of Second Amended and Restated Bylaws of the Incorporated by
Company -- to be effective upon the closing of the reference
offering -- incorporated herein by reference to
Exhibit 3.4 to the Registrant's Registration Statement
on Form S-1.
2.5 Convertible Preferred Stock, Series 1 and Series Incorporated by
2, Purchase Agreement, dated December 8, 1983 -- reference
incorporated herein by reference to Exhibit 10.7 to
the Registrant's Registration Statement on Form S-1.
2.6 Convertible Preferred Stock Series 3 Purchase Incorporated by
Agreement, dated September 16, 1987 -- reference
incorporated herein by reference to Exhibit 10.8 to
the Registrant's Registration Statement on Form S-1.
</TABLE>
- ----------------------
* To be filed by amendment.
-4-
