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
Softnet Systems, Inc.
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New York 11-1817252
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(State of Incorporation or Organization) (I.R.S. Employer
Identification No.)
650 Townsend Street, Suite 225 San Francisco, CA 94103
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(Address of principal executive offices) (Zip Code)
If this form relates to the If this form relates to the
registration of a class of registration of a class of
securities pursuant to Section securities pursuant to Section
12(b) of the Exchange Act and is 12(g) of the Exchange Act and is
effective pursuant to General effective pursuant to General
Instruction A.(c), please check the Instruction A.(d), please check the
following box. |_| following box. |X|
Securities Act registration statement file number to which this form relates:
(If applicable)_______________________________
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
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $0.01 par value
(Title of Class)
(Title of Class)
<PAGE>
Item 1. Description of Registrant's Securities to be Registered.
Incorporated herein by reference to the Description of Capital
Stock section of the Company's Registration Statement on Form S-3 (File No.
333-74767) (the "Registration Statement"), as originally filed on March 19,
1999, or as subsequently amended.
Item 2. Exhibits.
Exhibit
Number Description
3.1 Amended and Restated Certificate of Incorporation of the Registrant, as
filed with the Delaware Secretary of State is incorporated herein by
reference to Exhibit 3.1 to the Company's Registration Statement on
Form S-3 (File No. 333-74767).
3.2 Bylaws of the Registrant are incorporated herein by reference to
Exhibit 3.2 to the Company's Registration Statement on Form S-3 (File
No. 333-74767).
4.1 Article Third of the Registrant's restated Certificate of Incorporation
is incorporated herein by reference to Exhibit 4.1 to the Company's
Registration Statement on Form S-3 (File No. 333-74767).
<PAGE>
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, there-to duly authorized.
SOFTNET SYSTEMS, INC.
Date: April 14, 1999 By: /s/ Douglas S. Sinclair
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Douglas S. Sinclair
Chief Financial Officer
<PAGE>
EXHIBIT INDEX
Exhibit
Number Description
3.1 Amended and Restated Certificate of Incorporation of the Registrant, as
filed with the Delaware Secretary of State is incorporated herein by
reference to Exhibit 3.1 to the Company's Registration Statement on
Form S-3 (File No. 333-74767).
3.2 Bylaws of the Registrant are incorporated herein by reference to
Exhibit 3.2 to the Company's Registration Statement on Form S-3 (File
No. 333-74767).
4.1 Article Third of the Registrant's restated Certificate of Incorporation
is incorporated herein by reference to Exhibit 4.1 to the Company's
Registration Statement on Form S-3 (File No. 333-74767).