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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
LET'S TALK CELLULAR & WIRELESS, INC.
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(Exact name of registrant as specified in its charter)
FLORIDA 65-0292891
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(State of incorporation (I.R.S. Employer
or organization) Identification No.)
800 BRICKELL AVENUE, SUITE 400, MIAMI, FLORIDA 33131
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(Address of principal executive offices) (Zip Code)
If this Form relates to the registration of a class of If this Form relates to the registration of a class
debt securities and is effective upon filing pursuant of debt securities and is to become effective
to General Instruction A(c)(1) please check the simultaneously with the effectiveness of a
following box. [ ] concurrent registration statement under the
Securities Act of 1933 pursuant to General
Instruction A(c)(2) please check the following
box. [ ]
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
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NONE NONE
Securities to be registered pursuant to Section 12(g) of the Act:
COMMON STOCK, $0.01 PAR VALUE
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(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
Reference is made to the discussion of the Registrant's Common
Stock in the section entitled "Description of Capital Stock" contained in the
Registrant's Registration Statement on Form S-1 (File No. 333-34595), filed with
the Securities and Exchange Commission on August 29, 1997 (as amended, the
"Registration Statement"), which disclosures are incorporated by reference
herein.
ITEM 2. EXHIBITS.
1 Amended and Restated Articles of Incorporation*
2 Amended and Restated Bylaws*
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* These Exhibits are incorporated herein by reference to the Exhibits to
the Registration Statement.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, Registrant has duly caused this Registration Statement to be signed
on its behalf by the undersigned, thereto duly authorized.
LET'S TALK CELLULAR & WIRELESS,
INC.
By: /s/ NICOLAS MOLINA
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Nicolas Molina
Chief Executive Officer
Dated: November 12, 1997