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
MICROENERGY, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 36-3262274
(State of Incorporation (IRS Employer
or organization) Identification No.)
350 Randy Road
Carol Stream, Illinois 60188
(Address of principal (Zip Code)
executive offices)
Securities to be registered pursuant to Section 12(b) of the Act:
None
If this Form relates to the registration of a class of debt
securities and is effective upon filing pursuant to General
Instruction A.(c)(1), please check the following box. []
If this Form relates to the registration of a class of debt
securities and is to become effective simultaneously with the
effectiveness of a concurrent registration statement under the
Securities Act of 1933 pursuant to General Instruction A.(c)(2),
please check the following box. []
Securities to be registered pursuant to Section 12(g) of the Act:
Series A Preferred Stock
(Title of Class)
Class A Preferred Stock Purchase Warrants
(Title of Class)
<PAGE>
Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
A description of the Series A Preferred Stock and Class A
Preferred Stock Purchase Warrants is set forth in the Registrant's
Registration Statement on Form SB-2 (333-1835) (the "SB-2
Registration Statement") under the heading "Description of the
Company's Securities" and is incorporated herein by reference.
Item 2. EXHIBITS.
(a) Specimen of Series A Preferred Stock Certificate filed as
Exhibit 4-b to the SB-2 Registration Statement is incorporated
herein by reference.
(b) Specimen of Class A Preferred Stock Warrant filed as
Exhibit 4-c to the SB-2 Registration Statement is incorporated
herein by reference.
(c) Form of Warrant Agreement between the Company and
American Stock Transfer & Trust Company filed as Exhibit 4-d to the
SB-2 Registration Statement is incorporated herein by reference.
(d) Form of Representative's Purchase Warrant filed as
Exhibit 4-e to the SB-2 Registration Statement is incorporated
herein by reference.
(e) Certificate of Incorporation, as amended - filed as an
Exhibit to the Company's S-18 Registration Statement dated February
2, 1984 is incorporated herein by reference.
(f) Certificate of Amendment to Certificate of Incorporation
dated February 12, 1987 - filed as an Exhibit to the Company's
Annual Report on Form 10-K for the fiscal year ended June 30, 1987
is incorporated herein by reference.
(g) Certificate of Amendment to Certificate of Incorporation
dated December 20, 1990 - filed as an Exhibit to the Company's
Annual Report on Form 10-K for the fiscal year ended June 30, 1991
is incorporated herein by reference.
(h) Form of Certificate of Amendment to Certificate of
Incorporation filed as Exhibit 3-a(3) to the SB-2 Registration
Statement is incorporated herein by reference.
(i) Form of Certificate of Designation of Series A Preferred
Stock filed as Exhibit 3-a(4) to the SB-2 Registration Statement is
incorporated herein by reference.
(j) By-laws, as amended, filed as an Exhibit to the Company's
Annual Report on Form 10-K for the fiscal year ended June 30, 1984
is incorporated herein by reference.
<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.
MICROENERGY, INC.
(Registrant)
Dated: April 9, 1996 By: /s/ Robert J. Fanella
Robert J. Fanella
Executive Vice President
