============================================================================= 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 ACT OF 1934 HEMAGEN DIAGNOSTICS, INC. -------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 04-2869857 -------------------------- -------------------------------------- (State of Incorporation) (I.R.S. Employer Identification No.) 34-40 Bear Hill Road Waltham, Massachusetts 02154 (617) 890-3766 (Address and telephone number of principal executive offices) Securities to be registered pursuant to Section 12(b) of the Act: NONE Title of each class to Name of each exchange on which 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 Purchase Warrants ------------------------------ (Title of Class) Please Address All Correspondence To: Paul D. Broude, Esquire O'Connor, Broude & Aronson 950 Winter Street, Suite 2300 Waltham, Massachusetts 02154 (617) 890-6600 ============================================================================= INFORMATION REQUIRED IN REGISTRATION STATEMENT Item 1. Description of Registrant's Securities to be Registered: A description of the securities to be registered containing the information required by Item 202 of Regulation S-K is contained in the Company's June 17, 1996 filing of a Form SB-2 Registration Statement under the Securities Act of 1933, as amended (the "Registration Statement") and declared effective on July 9, 1996. The Registration Statement is incorporated herein by reference. Item 2. Exhibits. The following documents have been filed with the Securities and Exchange Commission (the "Commission") under the Securities Act of 1933 or the Exchange Act of 1934. The documents are incorporated by reference in this Registration. 1. Form of Warrant Agreement between the Registrant and Continental Stock Transfer & Trust Company filed as Exhibit 4 to the Registrant's SB-2 Registration Statement. 2. The Registrant's Form SB-2 Registration Statement dated June 17, 1996 and declared effective on July 9, 1996. 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. HEMAGEN DIAGNOSTICS, INC. By: /s/ Carl Franzblau --------------------------------------- Carl Franzblau, Chief Executive Officer Date: July 11, 1996