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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
SYNON CORPORATION
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(Exact name of registrant as specified in its charter)
DELAWARE 77-680236754
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(State of incorporation or organization) (I.R.S. Employer
Identification No.)
1100 LARKSPUR LANDING CIRCLE, LARKSPUR, CALIFORNIA 94939
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(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
NONE.
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Securities to be registered pursuant to Section 12(g) of the Act:
COMMON STOCK, $.001 PAR VALUE.
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(Title of class)
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(Title of class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The class of securities to be registered hereunder is Common Stock,
$.001 par value per share, of Synon Corporation (the "Registrant").
The description of capital stock set forth under the caption
"Description of Capital Stock" in the Prospectus included in the
Registration Statement on Form S-1 (File No. 333-27941), as
originally filed or subsequently amended (the "Registration
Statement on Form S-1"), which Registration Statement on Form S-1
was originally filed with the Securities and Exchange Commission by
the Registrant on May 28, 1997, is incorporated herein by reference.
ITEM 2. EXHIBITS.
The following exhibits are filed as part of this registration
statement:
Number Description
3.1* Amended and Restated Certificate
of Incorporation of the
Registrant filed with the
Secretary of State of Delaware
on July 16, 1991, as amended by
a Certificate of Amendment filed
on August 30, 1991 and a
Certificate of Amendment filed
on August 28, 1992.
3.2* Form of Certificate of Amendment of Certificate of
Incorporation to be filed with the Secretary of State of
Delaware.
3.3* Form of Amended and Restated Certificate of
Incorporation of the Registrant.
3.4* Amended and Restated Bylaws of the Registrant.
4.1* Specimen Stock Certificate.
4.2* Third Amended and Restated Stockholders Agreement.
4.3* Stock Purchase Agreement dated as of August 28, 1992
between the Registrant and International
Business Machines Corporation,
as amended on May 28, 1997.
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* Incorporated herein by reference to the exhibits of the same number in the
Registrant's Registration Statement on Form S-1.
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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: May 30, 1997 SYNON CORPORATION
By: /s/ RICHARD H. GOLDBERG
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Richard H. Goldberg
President and Chief Executive Officer