Absolute Potential, Inc. – ‘8-A12G’ on 8/28/96

As of:  Wednesday, 8/28/96   ·   Accession #:  950144-96-5998   ·   File #:  0-21279

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Registration of a Class of Securities   —   Form 8-A
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-A12G      Thermacell Technologies Form 8-A12G                    3      9K 

Document Table of Contents

8-A12G
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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 

--------------------- 

THERMACELL TECHNOLOGIES, INC. 
(Exact name of Registrant as specified in charter)

Florida                                         59-3223708
   (State of Incorporation)                 (I.R.S. Employer Identification No.)

8306 Laurel Fair Circle, Suite 240, Tampa, Florida                 33610        
(Address of principal executive officers)                    (Zip Code) 

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

None                                                

SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:               

Common Stock, $.0001 par value per share
(Title of Class)

Series A Redeemable Common Stock Purchase Warrants
(Title of Class)

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8-A12G
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INFORMATION REQUIRED IN REGISTRATION STATEMENT  

ITEM 1.  DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.               

  The securities to be registered are the Registrant's Common Stock,
$.0001 par value per share and Series A Redeemable Common Stock Purchase        
Warrants.  Such securities are described under the caption "Description of      
Securities" in the Prospectus filed as part of the Registrant's Registration    
Statement on Form SB-2 (File No. 333-4864-1).  Such description is hereby       
incorporated herein by reference as permitted by Rule 12b-23.                   

ITEM 2. EXHIBITS                                                                

       The following exhibits are filed, or incorporated by reference, as part
of this Registration Statement:                                                 

       1.*     Registration Statement on Form SB-2 (File No. 333-4864-1) filed
August 23, 1996 (the "Registration Statement"). 

 2.*     Certificate of Incorporation of the Registrant.  Filed as
               Exhibits 3.1, 3.1(a) and 3.11(b) to the Registration Statement.

       3.*     Bylaws of the Registrant.  Filed as Exhibits 3.1 and 3.2 to the
Registration Statement.                         

        4.*     Specimen certificate of Common Stock to be registered hereunder.
   Filed as Exhibit 4.1 to the Registration Statement.

 5.*     Specimen certificate of Series A Warrant to be registered
               hereunder.  Filed as Exhibit 4.2 to the Registration Statement.

       6.*     Form of Warrant Agreement covering Series A Warrants.  Filed as
Exhibit 4.3 to the Registration Statement.      

------------------------                                                        

*Incorporated by reference as permitted by Rule 12b-32.                         

8-A12G
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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.               

                   THERMACELL TECHNOLOGIES, INC.

August 27, 1996            By: /s/ John Pidorenko                     
---------------------         --------------------------------------- 
Date                          John Pidorenko, Chief Executive Officer 

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘8-A12G’ Filing		Date		First		Last			Other Filings
Filed on:		8/28/96							None on these Dates
		8/27/96		3
		8/23/96		2
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