MULTIMEDIA ACCESS CORP
8-A12G, 1996-12-05
RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT
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                                                     December 3, 1996


VIA FACSIMILE
- - -------------
202 942 9533

Mr. Richard K. Wulff
Mr. William Underhill
U. S. Securities and Exchange
  Commission
450 5th Street, N.W.
Washington, D.C.  20549

         Re:      MultiMedia Access Corporation - Form 8-A
                  ----------------------------------------


Dear Mr. Wulff and Mr. Underhill:

         Enclosed is a copy of Form 8-A of MultiMedia  Access  Corporation to be
filed with the SEC via EDGAR. We request that this filing be declared  effective
concurrently  with  MultiMedia  Access  Corporation's   Registration   Statement
(333-09935).  Please  feel  free to  contact  me if you  have any  questions  or
comments concerning this filing.

                                                              Very truly yours,




                                                              John S. Stoppelman

JSS/mtp
Enclosure

cc:    Glenn A. Norem



<PAGE>



                                    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


                          MULTIMEDIA ACCESS CORPORATION
             (Exact name of registrant as specified in its charter)

                 Delaware                              75-2528700
- - --------------------------------------------------------------------------------
(State of incorporation or organization)   (I.R.S. Employer Identification No.)

                  2665 Villa Creek, Suite 200, Dallas, TX 75234
                    (Address of principal executive offices)

Securities to be registered pursuant to Section 12(g) of the Act:

                    Common Stock, $.0001 par value per share
                    ----------------------------------------
                                (Title of class)

                   Redeemable Common Stock Purchase Warrants
                    -----------------------------------------
                                (Title of class)

         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. []


Item I.           Description  of  Registrant's  Securities  to  be  Registered.
                  Incorporated by reference in Registration  File No.  333-09935
                  and Amendment Nos. 1, 2 and 3 thereto pursuant to Rule 12-b-32
                  of the Securities and Exchange Act of 1934, as amended.

Item II.          Exhibits.  Incorporated by reference in Registration  File No.
                  333-09935  and Amendment  Nos. 1, 2 and 3 thereto  pursuant to
                  Rule 12-b-32 of the  Securities  and Exchange Act of 1934,  as
                  amended.

                  Form of Underwriting Agreement - Exhibit 1.01  
                  Certificate of Incorporation - Exhibit  3.01 
                  Amendment to Certificate  of Incorporation - Exhibit 3.02 
                  Restated By-Laws - Exhibit 3.03
                  Form of Common Stock Certificate - Exhibit  4.01  
                  Form of Warrant Certificate - Exhibit 4.02 
                  Form of Warrant Agreement - Exhibit 4.03 
                  Form of Representatives' Warrant Agreement - Exhibit 4.04
                  1995 Stock Option Plan - Exhibit 10.04 
                  1994 Stock Option Plan - Exhibit 10.05
                  1993 Viewpoint Stock Plan - Exhibit 10.06 
                  1995 Director Option Plan - Exhibit 10.07
                  Employee Stock Purchase Plan - Exhibit 10.09


                                    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.

(Registrant)    MultiMedia Access Corporation
            --------------------------------------------------------------------
Date   December 3, 1996
    ----------------------------------------------------------------------------
By    /s/ Glenn A. Norem
   -----------------------------------------------------------------------------
Glenn A. Norem, Chief Executive Officer




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