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
InaCom Corp.
(Exact name of registrant as
specified in its charter)
Delaware
(State of Incorporation
or organization)
47-0681813
(I.R.S. Employer Identification Number)
10810 Farnam
Omaha, Nebraska
(Address of principal
executive offices)
68154
(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
Common Stock New York Stock Exchange
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:
None
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Item 1. Description of Registrant's Securities to be Registered.
Reference is made to Registration Statement No. 333-25823 under
the Securities Act on Form S-3 and the Prospectus included
therein (the "Registration Statement"). The description of the
Registrant's common stock, par value $.10 per share, set forth
under the caption "Description of Capital Stock" in the
Registration Statement is herein incorporated by reference.
Item 2. Exhibits.
3.1 Restated Certificate of Incorporation of the Company, with
amendments, incorporated by reference to the Company's Current
Report on Form 8-K dated March 30, 1993.
3.2 Bylaws of the Company, as amended to date, incorporated herein
by reference to the Company's Quarterly Report on Form 10-Q for
the quarter ended September 28, 1996.
4.1 Form of Common Stock Certificate.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, InaCom Corp. has duly caused this Registration Statement to be signed
on its behalf by the undersigned, thereto duly authorized.
InaCom Corp.
Date: August 26, 1997
/s/ Bill Fairfield
By:______________________
Bill Fairfield
President
and Chief Executive Officer
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INDEX TO EXHIBITS
Exhibit Description
3.1 Restated Certificate of Incorporation of the Company, with
amendments, incorporated by reference to the Company's Current
Report on Form 8-K dated March 30, 1993.
3.2 Bylaws of the Company, as amended to date, incorporated herein
by reference to the Company's Quarterly Report on Form 10-Q for
the quarter ended September 28, 1996.
4.1 Form of Common Stock Certificate.
EXHIBIT 4.1
I N A C O M
INACOM CORP.
Incorporated under the laws of the State of Delaware
COMMON STOCK $.10 PAR VALUE
NUMBER SHARES
THIS CERTIFICATE IS TRANSFERABLE CUSIP 45323G 10 9
IN NEW YORK, NEW YORK SEE REVERSE FOR CERTAIN RESTRICTIONS
THIS CERTIFIES THAT
IS THE OWNER OF
FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK OF INACOM CORP.
(HEREAFTER REFERRED TO AS THE "CORPORATION") TRANSFERABLE ON THE BOOKS OF THE
CORPORATION IN PERSON OR BY DULY AUTHORIZED ATTORNEY UPON SURRENDER OF THIS
CERTIFICATE PROPERLY ENDORSED. THIS CERTIFICATE AND THE SHARES REPRESENTED
HEREBY ARE ISSUED AND SHALL BE HELD SUBJECT TO THE PROVISIONS OF THE CERTIFICATE
OF INCORPORATION OF THE CORPORATION (COPIES OF WHICH ARE ON FILE WITH THE
TRANSFER AGENT), TO ALL OF WHICH THE HOLDER BY ACCEPTANCE HEREOF ASSENTS. THIS
CERTIFICATE IS NOT VALID UNLESS COUNTERSIGNED BY THE TRANSFER AGENT AND
REGISTERED BY THE REGISTRAR.
WITNESS THE FACSIMILE SEAL OF THE CORPORATION AND FACSIMILE SIGNATURES OF
ITS DULY AUTHORIZED OFFICERS.
Dated
PRESIDENT COUNTERSIGNED AND REGISTERED:
FIRST CHICAGO TRUST COMPANY OF NEW YORK
AS TRANSFER AGENT AND REGISTRAR,
SECRETARY
BY_________________________________
AUTHORIZED OFFICER
(Corporate Seal)
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I N A C O M
INACOM CORP.
This Corporation will furnish without charge to each stockholder who so
requests the powers, designations, preferences and relative participating,
optional or other special rights of each class of stock or series thereof and
the qualifications, limitations or restrictions of such preferences and/or
rights. Such statement may be obtained by a request in writing to the office of
the Transfer Agent.
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:
<TABLE>
<S> <C>
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 under Uniform Gifts to Minors Act__________
of survivorship and not (State)
as tenants in common
</TABLE>
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 POSTAL 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 premises.
Dated______________________________
X_______________________________
(Signature)
NOTICE: THE SIGNATURE(S)
TO THIS ASSIGNMENT MUST
CORRESPOND WITH THE
NAME(S) AS WRITTEN ON
THE FACE OF THE
CERTIFICATE, IN EVERY
PARTICULAR, WITHOUT
ALTERATION OR
ENLARGEMENT, OR ANY
CHANGE WHATEVER.
X_______________________________
(Signature)
THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN "ELIGIBLE GUARANTOR INSTITUTION" AS
DEFINED IN RULE 17AD-15 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.
SIGNATURE(S) GUARANTEED BY:
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