CONNECT INC
8-A12G, 1996-08-12
PREPACKAGED SOFTWARE
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<PAGE>
 
    As filed with the Securities and Exchange Commission on August 12, 1996

                                                       Total Number of Pages - 4
                                                   Index to Exhibits at Page - 4


                                 UNITED STATES
                       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

                                 CONNECT, INC.
             (Exact name of registrant as specified in its charter)

          DELAWARE                                        77-0431045
(State of incorporation or organization)       (IRS Employer Identification No.)
                                                   

515 ELLIS STREET, MOUNTAIN VIEW, CA                           94043-2242
(Address of principal executive offices)                      (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
     -------------------                 ------------------------------

           None                               None


       Securities to be registered pursuant to Section 12(g) of the Act:

                         Common Stock, $0.001 par value
                         ------------------------------

                                (Title of Class)
<PAGE>
 
Item 1.   Description of Registrant's Securities to be Registered
          -------------------------------------------------------

Incorporated by reference to the information set forth under the caption
"Description of Capital Stock" in the Registrant's Registration Statement on
Form S-1 (SEC File No. 333-05901).

Item 2.   Exhibits
          --------

               The following exhibits are filed as a part of this Registration
               Statement:

               1    Specimen certificate for Registrant's Common Stock -
                    incorporated herein by reference to Exhibit 4.1 to the
                    Registrant's Registration Statement on Form S-1.

               2.1  Certificate of Incorporation -- incorporated herein by
                    reference to Exhibit 3.1 to the Registrant's Registration
                    Statement on Form S-1.

               2.2  Form of Amended and Restated Certificate of Incorporation to
                    be filed with the Delaware Secretary of State upon the
                    Registrant's reincorporation in Delaware-- incorporated
                    herein by reference to Exhibit 3.3 to the Registrant's
                    Registration Statement on Form S-1.

               2.3  Bylaws - incorporated herein by reference to Exhibit 3.2 to
                    the Registrant's Registration Statement on Form S-1.

               2.4  Amended and Restated Registration Rights Agreement dated
                    December 27, 1995 between the Registrant and certain holders
                    of the Registrant's securities -- incorporated herein by
                    reference to Exhibit 2.4 to the Registrant's Registration
                    Statement on Form S-1.

                                      -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.

Date: August 12, 1996                  CONNECT, INC.

                                       By: /s/ Thomas P. Kehler
                                           ---------------------------
                                           Thomas P. Kehler, President
                                           and Chief Executive Officer

                                      -3-
<PAGE>
 
                      INDEX TO EXHIBITS


                                                       Sequentially
Exhibit No.                 Description                Numbered Page
- -----------                 -----------                ------------- 
     1                 Specimen certificate for        Incorporated by
                       Registrant's Common             reference
                       Stock -- incorporated
                       herein by reference to
                       Exhibit 4.1 of the
                       Registrant's
                       Registration Statement
                       on Form S-1.

    2.1                Certificate of                  Incorporated by
                       Incorporation --                reference
                       incorporated herein by
                       reference to Exhibit 3.1
                       of the Registrant's
                       Registration Statement
                       on Form S-1.

    2.2                Form of Amended and             Incorporated by
                       Restated Certificate of         reference
                       Incorporation to be
                       filed with the Delaware
                       Secretary of State upon
                       the Registrant's
                       reincorporation in
                       Delaware -- incorporated
                       herein by reference to
                       Exhibit 3.3 to the
                       Registrant's
                       Registration Statement
                       on Form S-1.

    2.3                Bylaws -- incorporated          Incorporated by
                       herein by reference to          reference
                       Exhibit 3.2 to the
                       Registrant's
                       Registration Statement
                       on Form S-1.

    2.4                Amended and Restated            Incorporated by
                       Registration Rights             reference
                       Agreement dated December
                       27, 1995 between the
                       Registrant and certain
                       holders of the
                       Registrant's securities
                       -- incorporated herein
                       by reference to Exhibit
                       10.6 to the Registrant's
                       Registration Statement
                       on Form S-1.

 

                                      -4-


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