EAST COAST VENTURE CAPITAL INC
8-A12G, 1998-10-07
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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

                        EAST COAST VENTURE CAPITAL, INC.
             ------------------------------------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

          DELAWARE                                         13-3355653
- --------------------------------               ---------------------------------
(STATE OF OR OTHER JURISDICTION                (IRS EMPLOYER IDENTIFICATION NO.)
OF INCORPORATION OR ORGANIZATION)


50 EAST 42ND STREET
SUITE 1301
NEW YORK, NY                                               10017
- ----------------------                                   ---------
 (ADDRESS OF PRINCIPAL)                                  (ZIP CODE)

SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

                                      NONE

SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:

         (i)      UNITS,  EACH  CONSISTING  OF ONE (1) SHARE OF COMMON STOCK AND
                  ONE (1) REDEEMABLE COMMON STOCK PURCHASE WARRANT

         (ii)     COMMON STOCK, PAR VALUE $.01 PER SHARE

         (iii)    REDEEMABLE COMMON STOCK PURCHASE WARRANTS


<PAGE>

Item 1.  Description of Registrant's Securities to be Registered.

         Incorporated  herein by reference is the section entitled  "Description
of  Securities"  contained  in  Amendment  No. 1 to the  Company's  Registration
Statement filed on Form N-2  (Registration No. 333-58681) filed on September 18,
1998 (the  "Registration  Statement").  The "Description of Securities"  section
contained  in the  prospectus  to be filed  pursuant  to Rule  424(b)  under the
Securities Act, is also hereby incorporated by reference.

Item 2.  Exhibits.
                                                                         Exhibit
Document                                                                 No.
- --------                                                                 -------

         (a)      CERTIFICATE OF INCORPORATION OF THE COMPANY*             a1

         (b)      CERTIFICATE OF MERGER (DELAWARE)*                        a2

         (c)      CERTIFICATE OF MERGER (NEW YORK)*                        a3

         (d)      AGREEMENT AND PLAN OF MERGER*                            a4

         (e)      BY-LAWS OF THE COMPANY*                                  b

         (f)      SPECIMEN CERTIFICATE FOR SHARES OF COMMON STOCK**        d1

         (g)      SPECIMEN CERTIFICATE FOR WARRANTS**                      d2

         (h)      FORM OF  UNDERWRITER'S PURCHASE OPTION**                 d3

         (i)      FORM OF WARRANT AGREEMENT**                              d4

         (j)      FORM OF UNDERWRITING AGREEMENT**                         h1

         (k)      FORM OF SELECTED DEALER AGREEMENT**                      h2

         (l)      FORM OF AGREEMENT AMONG UNDERWRITERS**                   h4

         ----------------------

*        INCORPORATED  HEREIN BY REFERENCE TO THE EXHIBIT  VOLUME FILED WITH THE
COMPANY'S  REGISTRATION  STATEMENT,  REGISTRATION  NO.  333-58681 FILED WITH THE
SECURITIES  AND EXCHANGE  COMMISSION  ON JULY 8, 1998 AT THE EXHIBIT  NUMBER SET
FORTH OPPOSITE SUCH DOCUMENT.

**       INCORPORATED  HEREIN BY REFERENCE TO AMENDMENT  NO. 1 TO THE  COMPANY'S
REGISTRATION STATEMENT,  REGISTRATION NO. 333-58681 AS FILED WITH THE SECURITIES
AND EXCHANGE  COMMISSION ON SEPTEMBER  18, 1998 AT THE EXHIBIT  NUMBER SET FORTH
OPPOSITE SUCH DOCUMENT.

                                       2

<PAGE>

                                    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.


                                        EAST COAST VENTURE CAPITAL, INC.



                                        BY: /s/   ZINDEL ZELMANOVITCH
                                           -------------------------------------
                                           NAME:  ZINDEL ZELMANOVITCH
                                           TITLE: PRESIDENT


DATED: OCTOBER 7, 1998


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