Townpagesnet Com PLC – ‘8-A12B’ on 4/23/99

As of:  Friday, 4/23/99   ·   Accession #:  1047469-99-16120   ·   File #:  1-14957

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

Document/Exhibit                   Description                      Pages   Size 

 1: 8-A12B      Registration of a Class of Securities                  4     13K 

Document Table of Contents

8-A12B
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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

  TOWNPAGESNET.COM PLC
  --------------------
(Exact name of registrant as specified in its charter)

  England and Wales                         Not Applicable
 ----------------------------------------   ------------------------------------
 (State of incorporation or organization)   (I.R.S. Employer Identification No.)

11 Market Square                                        
Alton, Hampshire, England, United Kingdom    GU34 1HD   
--------------------------------------------------------------------------------
(Address of principal executive offices)               (Zip Code)             

If this Form relates to the registration of a class of debt securities and is   
effective upon filing pursuant to General Instruction A (c)(1) please check the 
following box. |_|                                                              

If this Form relates to the registration of a class of debt securities and is to
become effective simultaneously with the effectiveness of a concurrent          
registration statement under the Securities Act of 1933 pursuant to General     
Instruction A (c)(1) please check the following box. |X|                        

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

American Depositary Shares                         AMEX         
evidencing ordinary shares,                                     
1 pence nominal value                                           

Securities to be registered pursuant to Section 12(g) of the Act:               

None
--------------------------------------------------------------------------------
(Title of class)

Page 1 of 4 
Exhibit Index on Page 4 

8-A12B
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Item 1. Description of Registrant's Securities to be Registered.                

The information required by this Item is included under the captions
"Description of Share Capital" (pages 59-63), "Description of American          
Depositary Receipts" (pages 64-70), of the Registrant's Registration Statement  
on Form F-1, Registration No. 333-72075 ("Form F-1"), filed by the Registrant   
with the Securities and Exchange Commission on February 10, 1999 as amended on  
March 18, 1999, March 26, 1999 and April 7, 1999 and incorporated herein by this
reference.                                                                      

Item 2. Exhibits                                                                

I. The following documents are included as exhibits to Form F-1, as 
indicated, and are incorporated herein by this reference:                       

          1*    Articles of Association of TownPagesNet.com plc (Exhibit 3.1
to form F-1)                                

        2*    Form of Specimen American Depositary Share (Exhibit 4.1 to
Form F-1)                                   

          3*    Memorandum of Association of Registrant (Exhibit 3.2 to Form
F-1)                                        

           4*    Form of Representative's Warrant Agreement between us and the
          representative, including the form of Representative's
Warrant (Exhibit 4.3 to Form F-1)           

II. Not applicable.                                                 

----------                                                                      
*     Incorporated by reference to Registrant's Registration Statement on Form  
   F-1 (333-72075) as filed with the Securities and Exchange Commission on
February 10, 1999, as amended                                       

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8-A12B
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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.                      

Dated: April 19, 1999                                                           

                    TOWNPAGESNET.COM PLC

                                    By: /s/ Andrew Neville Lyndon-Skeggs
                                            ------------------------------------
                                    Andrew Neville Lyndon-Skeggs
                                        President, Managing Director and
                               Chief Executive Officer

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8-A12B
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EXHIBIT INDEX 

   I. The following documents are included as exhibits to the Registrant's
Registration Statement on Form F-1, as amended, Registration No. 333-72075      
("Form F-1), as indicated, and are incorporated herein by this reference:       

          1.    Articles of Association of TownPagesNet.com plc (Exhibit 3.1
to Form F-1)                                

        2.    Form of specimen American Depositary Share (Exhibit 4.1 to
Form F-1)                                   

          3.    Memorandum of Association of Registrant (Exhibit 3.2 to Form
F-1)                                        

 4.    Form of Representative's Warrant between us and the
                  Representative, including the form of Representative's Warrant
(Exhibit 4.3 to Form F-1)                   

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Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘8-A12B’ Filing		Date		First		Last			Other Filings
Filed on:		4/23/99
		4/19/99		3
		4/7/99		2					F-1/A
		3/26/99		2					F-1/A
		3/18/99		2					F-1/A
		2/10/99		2					F-1
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