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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
Prodigy Communications Corporation
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(Exact name of registrant as specified in its charter)
Delaware 04-3323363
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(State of incorporation or organization) (IRS Employer Identification No.)
44 South Broadway, White Plains, New York 10601
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(Address of principal executive offices) (zip code)
If this form relates to the If this form relates to the
registration of a class of registration of a class of
securities pursuant to securities pursuant to Section 12(g)
Section 12(b) of the Exchange of the Exchange Act and is effective
Act and is effective pursuant pursuant to General Instruction A.(d),
to General Instruction A.(c), please check the following box. [X]
please check the following box. [_]
Securities Act registration statement file number to which this form relates:
333-64233
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(if applicable)
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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Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $.01 par value 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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The description under the heading "Description of Capital Stock" relating
to the Registrant's Common Stock, $.01 par value per share, in the Prospectus
included in the Registrant's Registration Statement on Form S-1 filed with the
Securities and Exchange Commission (the "Registration Statement on Form S-1")
(File No. 333-64233) is incorporated herein by reference.
Item 2: Exhibits.
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The following exhibits are filed herewith (or incorporated by reference as
indicated below):
1. Certificate of Incorporation of the Registrant, as amended,
incorporated by reference to Exhibit 3.1 to the Company's Registration
Statement on Form S-1.
2. Bylaws of the Registrant, as amended, incorporated by reference to
Exhibit 3.2 to the Company's Registrant Statement on Form S-1.
3. Form of Certificate of Incorporation of the Registrant as in effect
upon registration, incorporated by reference to Exhibit 3.3 to the
Company's Registration Statement on Form S-1.
4. Form of Bylaws of the Registrant as in effect upon registration,
incorporated by reference to Exhibit 3.4 to the Company's Registration
Statement on Form S-1.
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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.
Prodigy Communications Corporation
By: /s/ David R. Henkel
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David R. Henkel
Chief Financial Officer
February 2, 1999
