1 As filed with the Securities and Exchange Commission on June 25, 1996 Total Number of Pages - 4 Index to Exhibits at Page - 4 UNITED STATES 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 RASTER GRAPHICS, INC. (Exact name of registrant as specified in its charter) DELAWARE 94-3046090 (State of incorporation or organization) (IRS Employer Identification No.) 3025 ORCHARD PARKWAY SAN JOSE 95134 (Address of principal executive offices) (Zip Code) 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 (Title of Class) 2 Item 1. Description of Registrant's Securities to be Registered Incorporated by reference to the information set forth under the caption "Description of Capital Stock" in the preliminary prospectus dated June 21, 1996, as filed with the Securities and Exchange Commission and contained in Registrant's Registration Statement on Form S-1 (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 (to be supplied by amendment). 2.1 Amended and Restated Articles of Incorporation (incorporated herein by reference to Exhibit 3.1 of the Registrant's Registration Statement on Form S-1 filed with the Securities and Exchange Commission on June 21, 1996). 2.2 Form of Amended and Restated Certificate of Incorporation to become effective on or about the date of closing of the offering made under the Registrant's Registration Statement on Form S-1(to be supplied by amendment). 2.3 Bylaws (incorporated herein by reference to Exhibit 3.5 of the Registrants' Registration Statement filed with the Securities and Exchange Commission on June 21, 1996). 2.4 Form of Bylaws to become effective on or about the date of closing of the offering made under the Registrant's Registration Statement on Form S-1(to be supplied by amendment). -2- 3 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: June 25, 1996 RASTER GRAPHICS, INC. By: /s/ Rakesh Kumar --------------------------- Rakesh Kumar, President and Chief Executive Officer -3- 4 INDEX TO EXHIBITS Sequentially Exhibit No. Description Numbered Page ----------- ----------- ------------- 1 Specimen certificate for Registrant's Common Stock To be supplied by amendment 2.1 Amended and Restated Articles of Incorporation -- Incorporated by reference incorporated herein by reference to Exhibit 3.1 of the Registrants' Registration Statement 2.2 Form of Ceritificate of Incorporation to be filed with To be supplied by amendment the Delaware Secretary of State upon the closing of this offering. 2.3 Bylaws, as amended- incorporated herein by reference to Incorporated by Exhibit 3.5 of the Registrants' Registration Statement. reference 2.4 Form of Bylaws to be filed with the Delaware Secretary of To be supplied by amendment State upon the closing of this offering -4-