ACCESS SOLUTIONS INTERNATIONAL INC
8-A12G/A, 1996-09-09
COMPUTER STORAGE DEVICES
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                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 8-A/A

                For Registration of Certain Classes of Securities
                    Pursuant to Section 12(b) or 12(g) of the
                         Securities Exchange Act of 1934

                      Access Solutions International, Inc.
             (Exact Name of Registrant as Specified in Its Charter)

                     Delaware                                     05-0426298
  (State of Incorporation or Organization)                    (I.R.S. Employer
                                                             Identification No.)

   650 Ten Rod Road, North Kingstown, Rhode Island                  02852
     (Address of Principal Executive Offices)                    (Zip Code)

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

                                             Name of Each Exchange on Which
Title of Each Class to be so Registered      Each Class is to be Registered

              None                                     None


If this Form relates to the                   If this Form relates to the
registration of a class of debt               registration of a class of debt
securities and is effective upon              securities and is to become
filing pursuant to General                    effective simultaneously with the
Instruction A(c)(1), please check the         effectiveness of a concurrent
following box. []                             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(g) of the Act:

 Units ("Units"), each consisting of two shares of common stock, $.01 par value
              per share ("Common Stock"), and one redeemable common
                  stock purchase warrant ("Redeemable Warrant")
- -------------------------------------------------------------------------------
                                (Title of Class)


                                  Common Stock
- -------------------------------------------------------------------------------
                                (Title of Class)


                               Redeemable Warrants
- -------------------------------------------------------------------------------
                                (Title of Class)


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

     Descriptions of the Units,  Common Stock and Redeemable  Warrants of Access
Solutions  International,  Inc. (the  "Registrant")  (i) are contained under the
caption "Description of Securities" in the Registrant's  Registration  Statement
on Form  SB-2  (File No.  333-05285)  filed  with the  Securities  and  Exchange
Commission  (the  "Commission")  on June 5, 1996, as amended (the  "Registration
Statement"),   and  (ii)  will  be  contained  in  the  Registrant's  Prospectus
comprising  a  portion  of the  Registration  Statement  to be  filed  with  the
Commission  subsequent  to the  effective  date  of the  Registration  Statement
pursuant to Rule 424(b) under the  Securities  Act of 1933, as amended,  each of
which is incorporated herein by reference.

Item 2. Exhibits.

1.a    Specimen form of Stock Certificate  (incorporated by reference to Exhibit
       4(c) of the Registration Statement).

2.a    Amended  and  Restated  Certificate  of  Incorporation  (incorporated  by
       reference to Exhibit 3(a) of the Registration Statement).

2.b    By-Laws,  as amended,  of the  Registrant  (incorporated  by reference to
       Exhibit 3(b) of the Registration Statement).

3.a    Form  of  Warrant   Agreement,   including  form  of  Redeemable  Warrant
       (incorporated   by  reference   to  Exhibit  3(c)  of  the   Registration
       Statement).




<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.


                                 ACCESS SOLUTIONS INTERNATIONAL., INC.


Date:   September 9, 1996        By: /s/ Robert H. Stone
                                     ------------------------------------------
                                         Robert H. Stone
                                         President and Chief Executive Officer



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