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 12(G) OF THE
SECURITIES EXCHANGE ACT OF 1934
MAGICWORKS ENTERTAINMENT INCORPORATED
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(Exact Name of Registrant as Specified in its Charter)
DELAWARE 87-0425513
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(State of Incorporation (I.R.S. Employer
or Organization) Identification No.)
930 WASHINGTON AVENUE, 5TH FLOOR
MIAMI BEACH, FLORIDA 33139
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(Address of Principal Executive Offices) (Zip Code)
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If this Form relates to the registration of a class of If this Form relates to the registration of a class of
debt securities and is effective upon filing pursuant to debt securities and is to become effective
General Instruction A(c)(1) please check the following simultaneously with the effectiveness of a concurrent
box.[ ] 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(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, PAR VALUE $.001 PER SHARE
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(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
Reference is made to the discussion of the Registrant's Common
Stock in the section entitled "Description of Securities" contained in the
Registrant's Registration Statement on Form S-1 (File No. 333-13127) filed with
the Securities and Exchange Commission on October 1, 1996, which disclosures are
incorporated by reference herein.
ITEM 2. EXHIBITS.
3.1 Articles of Incorporation*
3.2 Bylaws*
4.1 Form of Common Stock Certificate
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* Incorporated herein by reference to the Exhibit of the same number
included with the Registrant's Registration Statement on Form S-1
(No. 333-13127).
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SIGNATURE
Pursuant to the requirements of Section 12 of the Exchange
Act, the registrant has duly caused this registration statement to be signed on
its behalf by the undersigned, thereto duly authorized.
October 1, 1996 MAGICWORKS ENTERTAINMENT
INCORPORATED
By: /S/BRAD KRASSNER
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Brad Krassner, Co-Chairman of the
Board and Chief Executive Officer
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EXHIBIT INDEX
SEQUENTIAL
EXHIBIT PAGE
NUMBER DESCRIPTION NUMBER
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4.1 Form of Common Stock Certificate
EXHIBIT 4.1
*SEE REVERSE FOR RESTRICTIVE LEGEND*
CUSIP NO. 558909 10 7
NUMBER SHARES
MAGICWORKS ENTERTAINMENT INCORPORATED
AUTHORIZED COMMON STOCK: 50,000,000 SHARES
PAR VALUE $.001
THIS CERTIFIES THAT
IS THE RECORD HOLDER OF
SHARES OF COMMON STOCK OF MAGICWORKS ENTERTAINMENT INCORPORATED
transferable on the books of the Corporation in person or by duly authorized
attorney upon surrender of this Certificate properly endorsed. This Certificate
is not valid until countersigned by the Transfer Agent and registered by the
Registrar.
Witness the facsimile seal of the Corporation and the facsimile signatures of
its duly authorized officers.
DATED:
_____________ MAGICWORKS ENTERTAINMENT INCORPORATED ______________
SECRETARY CORPORATE SEAL PRESIDENT
DELAWARE
COUNTERSIGNED AND REGISTERED:
INTERWEST TRANSFER CO. INC.
COUNTERSIGNED TRANSFER AGENT-AUTHORIZED SIGNATURE
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NOTICE: SIGNATURE MUST BE GURANTEED BY A FIRM WHICH IS A MEMBER OF A REGISTERED
NATIONAL STOCK EXCHANGE, OR BY A BANK (OTHER THAN A SAVING BANK), OR A
TRUST COMPANY. THE FOLLOWING ABBREVIATIONS, WHEN USED IN THE INSCRIPTION
ON THE FACE OF THIS CERTIFICATE, SHALL BE CONSTRUED AS THOUGH THEY WERE
WRITTEN OUT IN FULL ACCORDING TO APPLICABLE LAWS OR REGULATIONS:
TEN COM - as tenants in common UNIF GIFT MIN ACT - _____Custodian_____
TEN ENT - as tenants by the entireties (Cust) (Minor)
JT TEN - as joint tenants with right of under Uniform Gifts to Minors
survivorship and not as tenants Act_____________________________
in common (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
_______________________________________________________________________________
(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 PREMISIES.
DATED___________________________
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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
THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS
AMENDED (THE "SECURITIES ACT"), AND THEY MAY NOT BE OFFERED, SOLD, PLEDGED,
HYPOTHECATED, ASSIGNED OR TRANSFERRED EXCEPT (i) PURSUANT TO A REGISTRATION
STATEMENT UNDER THE SECURITIES ACT WHICH HAS BECOME EFFECTIVE AND IS CURRENT
WITH RESPECT TO THESE SECURITIES, OR (ii) PURSUANT TO A SPECIFIC EXEMPTION
FROM REGISTRATION UNDER THE SECURITIES ACT, BUT ONLY UPON A HOLDER HEREOF FIRST
HAVING OBTAINED THE WRITTEN OPINION OF COUNSEL TO THE ISSUER, OR OTHER COUNSEL,
REASONABLY ACCEPTABLE TO THE ISSUER, THAT THE PROPOSED DISPOSITION IS CONSISTENT
WITH ALL APPLICABLE PROVISIONS OF THE SECUCITIES ACT AS WELL AS ANY
APPLICABLE "BLUE SKY" OR OTHER SIMILAR SECURITIES LAW.
