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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
Sparta Pharmaceuticals, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 56-1755527
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(State of incorporation or organization) (I.R.S. Employer Identification No.)
111 Rock Road Horsham, PA 19044
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(Address of principal executive offices) (Zip Code)
Securities to be register pursuant to Section 12(b) of the Act: NONE
Securities to be registered pursuant to Section 12(g) of the Act:
Name of each exchange on which
Title of each class to be registered class is to be registered
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Redeemable Common Stock NASDAQ Small Cap Market
Class C Warrants
Page 1 of 4 Pages
Exhibit Index is on Page 4
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Item 1. Description of Registrant's Securities to be Registered.
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The information set forth under the heading "Description of
Securities" on page 35 of the Preliminary Prospectus, filed by the Registrant
as part of its Registration Statement on Form S-3, with the Securities and
Exchange Commission on October 7, 1996 (Registration No. 333-13621), with
respect to the Redeemable Common Stock Class C Warrants (the "Class C
Warrants") of the Registrant being registered hereby, is hereby incorporated
by reference in answer to this Item. A copy of such page is included
herewith as Exhibit 1 hereto.
Item 2. Exhibits
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1. Page 35 of the Preliminary Prospectus, included in the Registrant's
Registration Statement on Form S-3, filed with the Commission on
October 7, 1996 (Registration No. 333-13621), setting forth a
description of the Class C Warrants of the Registrant being registered
hereby.
2. Warrant Agreement for the Class C Warrants, dated August 23, 1996
between the Registrant, the Warrant Agent and Paramount Capital, Inc.1
3. Specimen Warrant Certificate for the Class C Warrants, of the
Registrant being registered hereby.
4. Amended and Restated Certificate of Incorporation of the Registrant.1
5. Certificate of Designation of the Series B' Convertible
Preferred Stock filed on August 23, 1996.2
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1 Previously filed with the Company's Registration Statement on Form S-3 on
October 7, 1996.
2 Previously filed with the Company's Report on Form 8-K filed on September
26, 1996.
Page 2 of 4 Pages
Exhibit Index is on Page 4
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities and Exchange
Act of 1934, the Registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereto duly authorized.
Sparta Pharmaceuticals, Inc.
By: /s/ Jerry B. Hook Ph.D.
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Jerry B. Hook, Ph.D.
President and Chief Executive Officer
Dated: October 16, 1996
Page 3 of 4 Pages
Exhibit Index is on Page 4 <PAGE>
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Index to Exhibits
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Item 2. Exhibits Page
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1. Page 35 of the Preliminary Prospectus, included in the
Registrant's Registration Statement on Form S-3,
filed with the Commission on October 7, 1996
(Registration No. 333-13621), setting forth a
description of the Class C Warrants of the Registrant
being registered hereby.
2. Warrant Agreement for the Class C Warrants, dated
August 23, 1996 between the Registrant, the Warrant
Agent and Paramount Capital, Inc.3
3. Specimen Warrant Certificate for the Class C Warrants, of the
Registrant being registered hereby.3
4. Amended and Restated Certificate of Incorporation of the
Registrant.3
5. Certificate of Designation of the Series B' Convertible
Preferred Stock filed on August 23, 1996.4
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3 Previously filed with the Company's Registration Statement on
Form S-3 on October 7, 1996.
4 Previously filed with the Company's Report on Form 8-K filed on
September 26, 1996.
Page 4 of 4 Pages
