1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 _____________ FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 QUALITY CARE SOLUTIONS, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) NEVADA 86-0690975 (STATE OF INCORPORATION OR ORGANIZATION) (I.R.S. EMPLOYER IDENTIFICATION NO.) 5030 E. SUNRISE DRIVE, PHOENIX, ARIZONA 85044 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) If this Form relates to the If this Form relates to the registration of a class of debt registration of a class of debt securities and is effective upon securities and is to become filing pursuant to General effective simultaneously with the Instruction A(c)(1) please check effectiveness of a concurrent the following box. registration statement under the Securities Act of 1933 pursuant to General Instruction A(c)(2) please check the following box. Securities Act registration statement file number to which this form relates: 333-30432 (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, no par value (Title of class) 1 2 ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED. Registrant's Registration Statement on Form S-1 under the Securities Act of 1933, file No. 333-30432, filed on February 15, 2000 and as amended from time to time thereafter, is incorporated herein by reference, including specifically, "Description of Securities", contained therein. ITEM 2. EXHIBITS. Exhibit No. Description of Exhibit - ----------- ---------------------- 1 Specimen Certificate for no par value common stock of Registrant, filed as Exhibit 4.1 to the Registration Statement on Form S-1 under the Securities Act of 1933, file No. 333-30432, filed on February 15, 2000 and incorporated herein by reference. 2 Articles of Incorporation of Registrant as amended, filed as Exhibit 3.2 to the Registration Statement on Form S-1 under the Securities Act of 1933, file No. 333-30432, filed on February 15, 2000 and incorporated herein by reference. 3 Bylaws of Registrant as amended, filed as Exhibit 3.4 to the Registration Statement on Form S-1 under the Securities Act of 1933, file No. 333-30432, filed on February 15, 2000 and incorporated herein by reference. 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. QUALITY CARE SOLUTIONS, INC. (Registrant) Date: February 16, 2000 By: Robert F. Theilmann Chief Financial Officer 2 3 EXHIBIT INDEX Exhibit No. Description of Exhibit - ----------- ---------------------- 1. Specimen Certificate for no par value common stock of Registrant, filed as Exhibit 4.1 to the Registration Statement on Form S-1 under the Securities Act of 1933, file No. 333-30432, filed on February 15, 2000 and incorporated herein by reference. 2. Articles of Incorporation of Registrant as amended, filed as Exhibit 3.2 to the Registration Statement on Form S-1 under the Securities Act of 1933, file No. 333-30432, filed on February 15, 2000 and incorporated herein by reference. 3. Bylaws of Registrant as amended, filed as Exhibit 3.4 to the Registration Statement on Form S-1 under the Securities Act of 1933, file No. 333-30432, filed on February 15, 2000 and incorporated herein by reference. 3