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

                                    FORM 8-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
    ---------------------------------------    ------------------------------

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

    Common Stock                               Nasdaq SmallCap Market


    Redeemable Warrants                        Nasdaq SmallCap Market


    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:

                                      None
- - --------------------------------------------------------------------------------
                                (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
     referenceon 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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