1 ================================================================================ SECURITIES AND EXCHANGE COMMISSION 450 FIFTH STREET, N.W., 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 -------- FUTECH INTERACTIVE PRODUCTS (DELAWARE) INC. (Exact name of registrant as specified in its charter) DELAWARE APPLIED FOR (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 2999 NORTH 44TH STREET, SUITE 225, PHOENIX, ARIZONA 85018-7247 (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), check the following box. /X/ 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 box. / / Securities Act registration statement file number to which this form relates: 333-80131. SECURITIES TO 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 ------------------- ------------------------------ COMMON STOCK, $.0001 PAR VALUE THE NASDAQ SMALLCAP MARKET PER SHARE ================================================================================ 2 INFORMATION REQUIRED IN REGISTRATION STATEMENT ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED. Registrant's Registration Statement on Form S-4 under the Securities Act of 1933, No.333-80131, filed on June 7, 1999 and amended thereafter, is incorporated herein by reference, including specifically the "DESCRIPTION OF NEW FUTECH CAPITAL STOCK" appearing on page 86 of the Prospectus contained therein. ITEM 2. EXHIBITS. NONE. 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. (Registrant) FUTECH INTERACTIVE PRODUCTS (DELAWARE) INC. Date: October 8, 1999 By: /s/ Vincent w. Goett --------------------------------------- Vincent W. Goett President,Chief Executive Officer, Chairman of the Board and Director