<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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
Bitwise Designs, Inc.
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C>
Delaware 14-1673067
(State of incorporation or organization) (I.R.S. employer
identification no.)
2165 Technology Drive
Schenectady, NY 12308
(Address of principal executive offices) (zip code)
</TABLE>
If this Form relates to the registration of a class of debt securities
and is effective upon filing pursuant to General Instruction A.(c)
please check the following. ___
If this Form relates to the registration of a class of debt securities
and is to become effective simultaneously with the effectiveness of a
concurrent registration statement under the Securities Act of 1933
pursuant to General Instruction A.(d)please check the following. ___
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
<TABLE>
<CAPTION>
TITLE OF EACH CLASS NAME OF EACH EXCHANGE ON WHICH
TO BE SO REGISTERED EACH CLASS IS TO BE REGISTERED
------------------- ------------------------------
<S> <C>
-------------------------------- ------------------------------
-------------------------------- ------------------------------
</TABLE>
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
Common Stock, $.001 par value
(Title of class)
(Title of class)
<PAGE> 2
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered
Pursuant to Rule 12b-23 of the General Rules and Regulations
under the Securities Exchange Act of 1934 and the instruction to this Item 1,
reference is made to "Description of Securities" contained on page 54 of the
Registrant's Definitive Prospectus dated August 11, 1994 filed as part of the
Registrant's Registration Statement on Form SB-2, No. 33-76494, for a
description of Registrant's Common Stock, $.001 par value, which description is
incorporated by reference herein.
Item 2. Exhibits
Pursuant to Instruction II to Instructions as to Exhibits and
Rule 12b-32 of the Securities Exchange Act of 1934, as amended, the following
exhibits have been incorporated by reference into this Registration Statement:
(i) Registrant's most recent Report on Form 10-KSB for the fiscal
year ended June 30, 1999.
(ii) Copies of all Current Reports on Form 8-K and Quarterly
Reports on Form 10-QSB filed since September 30, 1999.
(iii) Copies of Registrant's latest Definitive Proxy Statement filed
with the Commission pursuant to Section 14 of the Securities
Exchange Act in connection with the Company's annual meeting
of shareholders held on January 21, 2000.
(iv) Copies of the Company's Certificate of Incorporation, as
amended, and By-Laws, filed as Exhibit 3.3.1 and 3.2,
respectively, to Registration Statement on Form S-18, File No.
33-46246-NY).
(v) Specimen of Registrant's Common Stock Certificate, filed as
Exhibit 4.1 Exhibit to Registration Statement on Form S-18,
File No. 33-46246-NY).
(vi) Copy of Registrant's last Annual Report submitted to
Stockholders for the Annual Meeting held on January 21, 2000.
2
<PAGE> 3
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, thereunto duly authorized.
BITWISE DESIGNS, INC.
---------------------
(Registrant)
Dated: April 17, 2000 By /s/ John Botti
-----------------------
John Botti
President and Chief
Executive Officer
3
