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As filed with the Securities and Exchange Commission on February 7, 1997
Total Number of Pages - 4
Index to Exhibits at Page - 4
UNITED STATES
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
ACCELGRAPHICS, INC.
(Exact name of registrant as specified in its charter)
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CALIFORNIA 77-0388689
(State of incorporation or organization) (IRS Employer
Identification No.)
1942 ZANKER ROAD, SAN JOSE, CA 95112
(Address of principal executive offices) (Zip Code)
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Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
None None
Securities to be registered pursuant to Section 12(g)
of the Act:
Common Stock, no par value
(Title of Class)
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Item 1. Description of Registrant's Securities to be Registered
Common Stock, the description of which is incorporated by reference to the
information set forth under the caption "Description of Capital Stock" in the
Registrant's Registration Statement on Form SB-2 (the "Registration Statement").
Item 2. Exhibits
The following exhibits are filed as a part of this
Registration Statement:
1 Specimen certificate for Registrant's Common
Stock -- incorporated herein by reference to
Exhibit 4.1 to the Registration Statement.
2.1 Amended and Restated Articles of
Incorporation -- incorporated herein by
reference to Exhibit 3.1 to the Registration
Statement.
2.2 Form of Amendment to Amended and Restated
Articles of Incorporation to be filed with
the California Secretary of State prior to
the closing of this offering -- incorporated
herein by reference to Exhibit 3.2 to the
Registration Statement.
2.3 Certificate of Incorporation to be filed
with the Delaware Secretary of State upon
the Company's reincorporation in Delaware --
incorporated herein by reference to Exhibit
3.3 to the Registration Statement.
2.4 Form of Amended and Restated Certificate of
Incorporation to be filed with the Delaware
Secretary of State prior to the closing of
this offering -- incorporated herein by
reference to Exhibit 3.4 to the Registration
Statement.
2.5 Form of Amended and Restated Certificate of
Incorporation to be filed with the Delaware
Secretary of State upon the closing of this
offering--incorporated herein by reference
to Exhibit 3.5 to the Registration
Statement.
2.6 Bylaws, including all amendments --
incorporated herein by reference to
Exhibit 3.6 to the Registration Statement.
2.7 Bylaws to be effective upon completion of
the offering -- incorporated herein by
reference to Exhibit 3.7 to 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.
Date: February 7, 1997 ACCELGRAPHICS, INC
By:
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Nancy E. Bush, Vice President
Finance and Administration,
Chief Financial Officer and Assistant
Secretary
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INDEX TO EXHIBITS
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Sequentially
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Exhibit No. Description Numbered Page
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1 Specimen certificate for Registrant's Common Stock. Incorporated by reference
2.1 Amended and Restated Certificate of Incorporation -- Incorporated by reference
incorporated herein by reference to Exhibit 3.4 to the
Registration Statement.
2.2 Form of Amendment to Amended and Restated Articles of Incorporated by reference
Incorporation to be filed with the California Secretary of
State prior to the closing of this offering -- incorporated
herein by reference to Exhibit 3.2 to the Registration
Statement.
2.3 Certificate of Incorporation to be filed with the Delaware Incorporated by
Secretary of State upon the Company's reincorporation in reference
Delaware -- incorporated herein by reference to Exhibit 3.3
to the Registration Statement.
2.4 Form of Amended and Restated Articles of Incorporation to Incorporated by reference
be filed with the Delaware Secretary of State prior to the
closing of this offering -- incorporated herein by
reference to Exhibit 3.1 to the Registration Statement.
2.5 Form of Amended and Restated Certificate of Incorporation
to be filed with the Delaware Secretary of State upon the
closing of this offering--incorporated herein by reference
to Exhibit 3.5 to the Registration Statement.
2.6 Bylaws, including all amendments -- incorporated herein by Incorporated by
reference to Exhibit 3.6 to the Registration Statement. reference
2.7 Bylaws to be effective upon completion of this offering -- Incorporated by reference
incorporated herein by reference to Exhibit 3.7 to the
Company's Registration Statement
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