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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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
SEQUUS PHARMACEUTICALS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 94-3031834
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(State of incorporation or organization) (I.R.S. employer
identification no.)
960 HAMILTON COURT, MENLO PARK, CALIFORNIA 94025
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(Address of principal executive offices)
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If this form relates to the registration If this form relates to the registration
of a class of debt securities and is of a class of debt securities and is to
effective upon filing pursuant to General become effective simultaneously with the
Instruction A(c)(1) please check the effectiveness of a concurrent registration
following box. [ ] 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:
None
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Securities to be registered pursuant to Section 12(g) of the Act:
$ Convertible Exchangeable Preferred Stock.
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ITEM 1. Description of Registrant's Securities to be Registered
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Incorporated by reference to page 50 of the preliminary prospectus
contained in Registrant's Registration Statement on Form S-3 (File No.
333-21235) filed with the Commission on February 6, 1997 (the "S-3
Registration Statement").
ITEM 2. Exhibits
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The following exhibits are filed as a part of this registration
statement:
1.1 Form of Certificate for Preferred Stock of the Company/1/
2.1 Certificate of Incorporation of the Company, as amended/2/
2.2 Form of Certificate of Powers, Designations, Preferences and
Rights of the Preferred Stock/3/
2.3 By-laws of the Company, as amended/4/
3.1 Form of Indenture between the Company and Chemical Trust
Company of California, as Trustee/5/
3.2 Form of Debenture (included in Exhibit 3.1)
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/1/ Incorporated by reference to Exhibit 3.3 to the S-3 Registration Statement.
/2/ Incorporated by reference to Exhibit 3.1 to the S-3 Registration Statement.
/3/ Incorporated by reference to Exhibit 3.2 of the S-3 Registration Statement.
/4/ Incorporated by reference to Exhibit 3.2 of the S-1 Registration Statement
(File No. 33-13332).
/5/ Incorporated by reference to Exhibit 4.1 of the S-3 Registration Statement.
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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: February 5, 1997 SEQUUS PHARMACEUTICALS, INC.
By:/s/ Donald J. Stewart
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Donald J. Stewart
Vice President, Finance
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Index to Exhibits
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Page No.
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1.1 Form of Certificate for Preferred Incorporated by
Stock of the Company Reference
2.1 Certificate of Incorporation of Incorporated by
the Company, as amended Reference
2.2 Certificate of Powers, Designation, Incorporated by
Preferences and Rights of the Reference
Preferred Stock
2.3 By-laws of the Company, as amended Incorporated by
Reference
3.1 Form of Indenture between the Company Incorporated by
and Chemical Trust Company of Reference
California, as Trustee
3.2 Form of Debenture (included in Incorporated by
Exhibit 3.1) Reference
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