Ebay Inc – ‘8-A12G’ on 8/20/98

As of:  Thursday, 8/20/98   ·   Accession #:  1012870-98-2210   ·   File #:  0-24821

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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      Registration of a Class of Securities                  5     16K 

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 12(g) OF 
THE SECURITIES EXCHANGE ACT OF l934 

eBay Inc. 
------------------------------  
(Exact name of registrant as specified in its charter)  

  DELAWARE                                    77-0430924
----------------------------------------    ------------------------------------
(State of incorporation or organization)    (I.R.S. Employer Identification No.)

2005 HAMILTON AVENUE, SUITE 350                                       
SAN JOSE, CA                                    95125 
----------------------------------------                  ----------            
(Address of principal executive offices)                  (Zip Code)            

                                                        [Enlarge/Download Table]
                                                                                                  
If this Form relates to the registration of a     If this Form relates to the registration of a   
class of securities pursuant to Section 12(b) of  class of securities pursuant to Section 12(g) of
the Exchange Act and is effective pursuant to     the Exchange Act and is effective pursuant to   
General Instruction A.(c), check the following    General Instruction A.(d), check the following  
box.                                        [_]   box.                                     [X]    

Securities Act registration statement file number to which this form relates: 

333-59097 
--------- 

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

NONE  
----  

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

COMMON STOCK, $0.001 PAR VALUE PER SHARE  
----------------------------------------  
(Title of Class)  

8-A12G
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ITEM 1.  DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.               

       The description of the Common Stock of Registrant set forth under the
caption "Description of Capital Stock" in Registrant's Registration Statement on
Form S-1 (File No. 333-59097) as originally filed with the Securities and       
Exchange Commission on July 15, 1998, or as subsequently amended (the           
"Registration Statement"), and in the Prospectus included in the Registration   
-----------------------                                                         
Statement, is hereby incorporated by reference in response to this item.        

ITEM 2.  EXHIBITS.                                                              

     The following exhibits are filed herewith or incorporated herein by
reference:                                                                      

Exhibit                                                       
Number              Exhibit Title or Description              
------              ----------------------------              

3.01                Certificate of Incorporation of Registrant
                           (incorporated by reference to Exhibit 3.01 to the
  Registration Statement).

      3.02                Certificate of Designation of Preferred Stock of
                          Registrant (incorporated by reference to Exhibit
              3.02 to the Registration Statement).

        3.03                Form of Certificate of Amendment of Certificate of
                         Incorporation of the Registrant to be effective
                    upon the effectiveness of the Registration
                         Statement (incorporated by reference to Exhibit
              3.03 to the Registration Statement).

 3.04                Form of Amended and Restated Certificate of
                         Incorporation of the Registrant to be effective
                            upon the closing of this offering (incorporated by
                       reference to Exhibit 3.04 to the Registration
Statement).           

        3.05                Bylaws of Registrant (incorporated by reference to
                      Exhibit 3.05 to the Registration Statement).

3.06                Form of Amended and Restated Bylaws of the
                           Registrant, to be adopted prior to the closing of
                            the offering (incorporated by reference to Exhibit
              3.06 to the Registration Statement).

     3.07                Form of Certificate of Elimination of Series A,
                Series B and Series B1 Preferred Stock
                           (incorporated by reference to Exhibit 3.07 to the
  Registration Statement).

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   4.01                Form of Specimen Certificate for Registrant's
                            Common Stock (incorporated by reference to Exhibit
              4.01 to the Registration Statement).

     4.02                Investor Rights Agreement, dated as of June 20,
                            1997 (incorporated by reference to Exhibit 4.02 to
      the Registration Statement).

     99.01                The description of Registrant's Common Stock set
                         forth under the caption "Description of Capital
                         Stock" on pages 69 through 72 of the Prospectus
                 included in the Registration Statement.

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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, thereunto duly authorized.             

Dated:  August 20, 1998                 eBay Inc.                               

                           /s/ Gary F. Bengier
                                  By:_______________________________
                     Gary F. Bengier
                             Chief Financial Officer

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INDEX TO EXHIBITS 
----------------- 

Exhibit                                                                         
Number          Exhibit Title or Description                                    
------          ----------------------------                                    

3.01           Certificate of Incorporation of Registrant (incorporated by    
         reference to Exhibit 3.01 to the Registration Statement).

3.02           Certificate of Designation of Preferred Stock of Registrant    
              (incorporated by reference to Exhibit 3.02 to the Registration
Statement).                                     

 3.03           Form of Certificate of Amendment of Certificate of Incorporation
               of the Registrant to be effective upon the effectiveness of the
            Registration Statement (incorporated by reference to Exhibit
3.03 to the Registration Statement).            

 3.04           Form of Amended and Restated Certificate of Incorporation of the
            Registrant to be effective upon the closing of this offering
              (incorporated by reference to Exhibit 3.04 to the Registration
Statement).                                     

3.05           Bylaws of Registrant (incorporated by reference to Exhibit 3.05
to the Registration Statement).                 

3.06           Form of Amended and Restated Bylaws of the Registrant, to be   
             adopted prior to the closing of the offering (incorporated by
         reference to Exhibit 3.06 to the Registration Statement).

3.07           Form of Certificate of Elimination of Series A, Series B and   
       Series B1 Preferred Stock (incorporated by reference to
Exhibit 3.07 to the Registration Statement).    

4.01           Form of Specimen Certificate for Registrant's Common Stock     
              (incorporated by reference to Exhibit 4.01 to the Registration
Statement).                                     

4.02           Investor Rights Agreement, dated as of June 20, 1997           
              (incorporated by reference to Exhibit 4.02 to the Registration
Statement).                                     

99.01           The description of Registrant's Common Stock set forth under the
                caption "Description of Capital Stock" on pages 69 through 72 of
      the Prospectus included in the Registration Statement.

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘8-A12G’ Filing		Date		First		Last			Other Filings
Filed on:		8/20/98		4
		7/15/98		2					S-1
		6/20/97		3		5
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