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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
Cambridge Heart, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 13-3679946
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(State of incorporation (IRS Employer
or organization) Identification No.)
1 Oak Park Drive, Bedford, Massachusetts 01730
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(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.
[_]
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 1993 pursuant to General Instruction A.(c)(2),
please check the following box.
[_]
Securities to be registered pursuant to Section 12(b) of the Act:
None
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.001
(Title of class)
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Item 1: Description of Registrant's Securities to be Registered.
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The description under the heading "Description of Capital Stock"
relating to the Registrant's Common Stock, $.001 par value per share,
in the Prospectus included in the Registrant's Registration Statement
on Form S-1 filed with the Securities and Exchange Commission on (the
"Registration Statement on Form S-1") ( File No. 333-04879), is
incorporated herein by reference.
Item 2: Exhibits.
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The following exhibits are filed herewith (or incorporated by
reference as indicated below):
1. Certificate of Incorporation of the Registrant, as amended
to date, incorporated by reference to Exhibit 3.1 to the
Company's Registration Statement on Form S-1.
2. Form of Restated Certificate of Incorporation (to be filed
with the Secretary of State of Delaware upon consummation of
this offering) incorporated by reference to Exhibit 3.2
to the Company's Registration Statement on Form S-1.
3. Bylaws of the Registrant, as amended, incorporated by
reference to Exhibit 3.3 to the Company's Registration
Statement on Form S-1.
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.
CAMBRIDGE HEART, INC.
By: /s/THOMAS V, HENNESSEY, JR.
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Thomas V. Hennessey, Jr.
Chief Executive Officer,
Vice President of Operations
and Treasurer
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