File No. 001-10581
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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
Bentley Pharmaceuticals, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Florida 59-1513162
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(State of Incorporation (I.R.S. Employer
or Organization) Identification No.)
4830 West Kennedy Boulevard, One Urban Centre, Suite 550, Tampa, Florida 33609
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(Address of principal executive offices) (Zip Code)
If this Form relates to the registra- If this Form relates to the registra-
tion of a class of debt securities tion of a class of debt securities and
and is effective upon filing pursuant is to become effective simultaneously
to General Instruction A(c)(1) please with the effectiveness of a concurrent
check the following box. [ ] registration statement under the Secu-
rities Act of 1933 pursuant to General
Instruction A(c)(2), please check the
following box. [ ]
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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Common Stock Pacific Stock Exchange
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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.
Information required by this Item 1 relating to the Registrant's Common
Stock is incorporated by reference to Amendment No. 2 to the Registrant's
Registration Statement on Form S-1 (File No. 33-65125) that was filed with the
Securities and Exchange Commission on February 12, 1996, under the section
captioned "Description of Securities" on page 49 of the prospectus contained
therein.
Item 2. Exhibits.
3.1 Articles of Incorporation of the Registrant, as amended and
restated. (Reference is made to Exhibit 3.1 to Amendment No. 1 to the
Registrant's Registration Statement on Form S-1 (File No. 33-65125)
that was filed with the Securities and Exchange Commission on January
31, 1996, which exhibit is incorporated herein by reference.)
3.2 By-Laws of the Registrant, as amended and restated. (Reference is
made to Exhibit 3.2 to the Registrant's Form 10-K filed June 30, 1989,
Commission File No. 1-10581, which exhibit is incorporated herein by
reference.)
3.3 Amendment to By-Laws of the Registrant. (Reference is made to
Exhibit 3.2(a) to the Registrant's Amendment No. 1 on Form S-3 to Form
S-1 Registration Statement, Commission File No. 33-35941, which
exhibit is incorporated herein by reference.)
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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.
BENTLEY PHARMACEUTICALS, INC.
Date: March 21, 1996 By: /s/ Michael D. Price
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Michael D. Price
Vice President and Chief Financial Officer
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