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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
MatrixOne, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 02-0372301
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(State of incorporation (IRS Employer
or organization) Identification No.)
Two Executive Drive, Chelmsford, MA, 01824
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(Address of principal executive offices) (Zip Code)
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), please check the following box. [ ]
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.(c), please check the following box. [X]
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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None N/A
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.01 per share
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(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
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Information concerning the common stock, par value $.01 per share, of
MatrixOne, Inc. ("MatrixOne") is contained under the caption "Description of
Capital Stock" in MatrixOne's Registration Statement on Form S-1 (File No. 333-
92731), filed with the Securities and Exchange Commission on December 14, 1999
pursuant to the Securities Act of 1933, as amended (the "Registration
Statement"), and such information is incorporated herein by reference.
ITEM 2. EXHIBITS
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Exhibit No. Exhibit
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1 Second Amended and Restated Certificate of Incorporation of
MatrixOne (incorporated herein by reference to Exhibit 3.2 of
the Registration Statement).
2 Amended and Restated By-Laws of MatrixOne (incorporated herein
by reference to Exhibit 3.4 of the Registration Statement).
3 Specimen certificate representing the Common Stock of
MatrixOne (incorporated herein by reference to Exhibit 4.1 of
the Registration Statement).
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SIGNATURE
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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.
MATRIXONE, INC.
By: /s/ Maurice L. Castonguay
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Maurice L. Castonguay
Chief Financial Officer, Vice
President of Finance and
Administration and Treasurer
Dated: February 2, 2000
