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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OF THE
SECURITIES EXCHANGES ACT OF 1934
Ophidian Pharmaceuticals, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Wisconsin 39-1661164
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(State of Incorporation or Organization) (I.R.S. Employer
Identification No.)
5445 East Cheryl Parkway, Madison, WI 53711
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(Address of Principal Executive Offices) (Zip Code)
If this form relates to the registration If this form relates to the
of a class of debt securities and is registration of a class of debt
effective upon filing pursuant to securities and is to become
General Instruction A(c)(1) please effective simultaneously with the
check the following box. / / 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(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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Units (each Unit consisting of one share
of Common Stock and one Common Pacific Exchange, Inc.
Stock Purchase Warrant)
Common Stock ($0.0025 par value) Pacific Exchange, Inc.
Common Stock Purchase Warrants Pacific Exchange, Inc.
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
Incorporated by reference to pages 53 - 55 of
Registrant's Amendment No. 9 to Registration Statement on Form
S-1 filed with the Commission on April 29, 1998 (the
"Registration Statement").
Item 2. Exhibits
The following exhibits are filed as a part of this registration
statement:
1. (a) Specimen Common Stock Certificate (incorporated by
reference to Exhibit 4.1 to the Registration Statement).
(b) Specimen Warrant Certificate (incorporated by reference to
Exhibit 4.4 to the Registration Statement).
(c) Specimen Unit Certificate (incorporated by reference to
Exhibit 4.5 to the Registration Statement).
2. (a) Registrant's Amended and Restated Articles of Incorporation
(Incorporated by reference to Exhibit 3.1 to the
Registration Statement).
(b) Registrant's Amended and Restated Bylaws (incorporated by
reference to Exhibit 3.2 to the Registration Statement).
3. (a) Form of Representative's Warrant Agreement (incorporated by
reference to Exhibit 4.3 to the Registration Statement).
(b) Form of Warrant Agreement (incorporated by reference to
Exhibit 4.4 to the Registration Statement).
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.
OPHIDIAN PHARMACEUTICALS, INC.
May 6, 1998 By: /s/ Douglas C. Stafford
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(Date) Douglas C. Stafford
President, Chief Executive Officer
and Director
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