SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
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MEDICALOGIC, INC.
(Exact name of registrant as specified in its charter)
Oregon 93-0890696
(State of incorporation (I.R.S. Employer
or organization) Identification Number)
20500 NW Evergreen Parkway, Hillsboro, Oregon 97124
(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. [ ]
If this form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box. [ ]
If this form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box. [X]
Securities Act registration statement file number to which this form relates:
333-87285 (if applicable).
Securities to be registered pursuant to Section 12(b) of the Act:
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None
Securities to be registered pursuant to Section 12(g) of the Act:
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Common Stock, without par value
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Item 1. Description of Registrant's Securities to Be Registered
The information set forth in the Registrant's Registration Statement on
Form S-1 (Registration No. 333-87285) as filed with the Securities and Exchange
Commission (the "Commission") on September 17, 1999, as amended (the
"Registration Statement"), under the caption "Description of Capital Stock" is
incorporated herein by reference and made a part hereof. A description of the
securities being registered will be included in the final Prospectus to be filed
with the Commission under Rule 424(b) under the caption "Description of Capital
Stock," and such description shall be deemed incorporated by reference into this
Registration Statement.
Item 2. Exhibits
The following exhibits are filed as part of this registration
statement:
Exhibit
Number Description
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3.1 1994 Restated Articles of Incorporation, as amended
(incorporated by reference to Exhibit 3.1 of the Registration
Statement)
3.2 Restated Bylaws (incorporated by reference to Exhibit 3.2 of
the Registration Statement)
3.3 Articles of Amendment of MedicaLogic, Inc. (incorporated by
reference to Exhibit 3.3 of the Registration Statement)
4.1 See Article II of Exhibit 3.1 and Article V of Exhibit 3.2
4.2 Specimen Stock Certificate (incorporated by reference to
Exhibit 4.2 of the Registration Statement)
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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.
Dated: November 24, 1999
MEDICALOGIC, INC
By: GUY E. FIELD
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Guy E. Field
Vice President, Finance
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