SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) or (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Workforce Systems Corp.
----------------------------------------------------
(Exact name of registrant as specified in its charter)
Florida
--------------------------------------
(State of incorporation or organization)
65-0353816
----------------------------------
(I.R.S. Employer Identification No.)
8870 Cedar Springs Lane, Suite 5, Knoxville, TN 37923
-----------------------------------------------------
(Address of principal executive offices) (Zip Code)
If this Form relates to the registration of a class of debt securities and is
effective upon filing pursuant to General Instruction A.(c)(1), please check the
following box [ ].
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.(c)(2), please check the following box. [ ]
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class to be registered
------------------------------------
none
Name of each exchange on which
each class is to be registered
------------------------------
none
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.001 per share
---------------------------------------
(Title of class)
<PAGE>
Item 1. Description of Registrant's Securities to be Registered.
A description of the Registrant's securities are hereby incorporated by
reference to the Registrant's Registration Statement on Form SB-2, File No. 333-
11189.
Item 2. Exhibits.
3.1 Articles of Incorporation are hereby incorporated by reference
to the Registration Statement on Form SB-2 as declared
effective by the Securities and Exchange Commission on January
12, 1993
3.2 Articles of Amendment to the Articles of Incorporation setting
forth the designations, rights and preferences of the Series B
$5.00 Cumulative Convertible Preferred Stock are hereby
incorporated by reference to the Report on Form 8-K as filed
with the Securities and Exchange Commission on July 13,
1994
3.3 Articles of Amendment to the Articles of Incorporation
changing the corporation name are hereby incorporated by
reference to the Report on Form 8-K as filed with the
Securities and Exchange Commission on July 11, 1994
3.4 Articles of Amendment to the Articles of Incorporation setting
forth the designations, rights and preferences of the Series A
and Series C Preferred Stock are hereby incorporated by refer
ence to the Report on Form 10-QSB for the quarter ended
December 31, 1994 as filed with the Securities and Exchange
Commission on February 15, 1995
3.5 Articles of Amendment to the Articles of Incorporation setting
forth the designations, rights and preferences of the Series D
Preferred Stock is hereby incorporated by reference to the
Report on Form 10-KSB for the fiscal year ended June 30, 1996
as filed with the Securities and Exchange Commission on
October 15, 1996
3.6 By-Laws of the Company are hereby incorporated by reference to
the Registration Statement on Form SB-2 as declared effective
by the Securities and Exchange Commission on January 12, 1993.
1
<PAGE>
3.7 Articles of Amendment to the Articles of Incorporation
increasing the amount of authorized common stock and setting
the redemption for the Series D Preferred Stock are hereby
incorporated by reference to the Registration Statement on
Form SB-2, File No. 333-11189.
3.8 Articles of Amendment to the Articles of Incorporation
decreasing the number of authorized common stock and effecting
a four for one reverse stock split of the common stock are
hereby incorporated by reference to the Registration Statement
on Form SB-2, File No. 333-11189.
2
<PAGE>
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange At of
1934, the registrant has duly caused this registration statement to be signed on
its behalf by the undersigned, thereunto duly authorized.
Workforce Systems Corp.
Date: June 5, 1997 By: /s/ Ella Chesnutt
------------------
Ella Chesnutt,
Chairman of the Board
and Principal Executive Officer
3
