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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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
ASK JEEVES, INC.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 94-3256053
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(State of Incorporation or Organization) (I.R.S. Employer Identification no.)
918 Parker Street, Berkeley, California 94710
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(Address of principal executive offices) (Zip code)
If this form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), please check the following box. [ ]
If this form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following. [X]
Securities Act registration statement number to which this
form relates: 333-77539
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(if applicable)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
A description of the Common Stock to be registered hereunder is contained
in the section entitled "Description of Capital Stock," commencing on page 66 of
the Prospectus included in the Registrant's Amendment No. 3 to Form S-1
Registration Statement, No 333-77539 (the "Registration Statement"), filed with
the Securities and Exchange Commission (the "Commission") on June 17, 1999
and is incorporated herein by reference.
ITEM 2. EXHIBITS.
EXHIBIT
NUMBER(1) DESCRIPTION
3.3 Form of Certificate of Incorporation of the Registrant to be filed on
the closing of the offering made by the Registration Statement. (2)
3.4 Bylaws of the Registrant. (2)
4.2 Specimen Certificate for Registrant's Common Stock. (2)
4.3 Warrant to Purchase 15,000 shares of Common Stock granted by the
Registrant to Antenna Group dated as of June 30, 1998. (2)
4.4 Warrant to Purchase 20,000 shares of Common Stock granted by the
Registrant to Antenna Group dated as of July 31, 1998. (2)
4.5 Warrant to Purchase 8,000 shares of Common Stock granted by the
Registrant to Antenna Group dated as of May 31, 1998. (2)
4.6 Warrant to Purchase 5,000 shares of Common Stock granted by the
Registrant to Soren Jacobsen dated as of May 10, 1999. (2)
4.7 Amended and Restated Investor Rights Agreement in and between the Registrant
and certain investors of the Registrant dated as of February 24, 1999. (3)
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(1) Exhibit numbers correspond to exhibits filed with the Registration
Statement.
(2) Filed as an exhibit to the Registrant's Amendment No. 2 to form S-1
Registration Statement filed with the Commission on June 7, 1999 and
incorporated herein by reference.
(3) Filed as an exhibit to the Registration Statement and incorporated
herin by reference.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the Registrant has caused this registration statement to be signed
on its behalf by the undersigned, thereunto duly authorized.
ASK JEEVES, INC.
Date: June 28, 1999 By: /s/ Amy Slater
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Amy Slater, Secretary
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