As filed with the Securities and Exchange Commission on April 22, 2005
Registration No._________
--------------------------------------------------------------------------------
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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
ZONE 4 PLAY, INC.
(Exact name of registrant as specified in its charter)
Nevada 98-0374121
(State of Incorporation or Organization) (I.R.S. Employer Identification no.)
103 Foulk Road 19803
Wilmington, DE 19803
(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act: None
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)(1), check the following box. [_]
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) (2), check the following box. [X]
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $.001 par value.
--------------------------------------------------------------------------------
(Title of class)
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
This registration statement relates to the registration with the Securities and
Exchange Commission of shares of Common Stock, $.001 par value (the "Common
Stock"), of Zone 4 Play, Inc., a Nevada corporation (the "Registrant"). The
description of the Common Stock to be registered hereunder is set forth under
the caption "Description of Securities" in the Registrant's Registration
Statement on Form SB-2, Registration No. 333-122727 (the "Registration
Statement"), filed with the Securities and Exchange Commission on February 11,
2005 and amended on April 5, 2005. The Registration Statement is incorporated
herein by this reference.
ITEM 2. EXHIBITS.
Exhibit
Number Description
------ -----------
3.1 Articles of Incorporation (incorporated by reference to Form SB-2 (File No.
333-9356) filed on June 27, 2002)
3.2 Certificate of Amendment to Articles of Incorporation (incorporated by
reference to Form 8-K filed on February 6, 2004)
3.3 Bylaws (incorporated by reference to Form SB-2 (File No. 333-91356) filed on
June 27, 2002)
2
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the Registrant has caused this registration statement to be signed on
its behalf by the undersigned, thereunto duly authorized.
ZONE 4 PLAY, INC.
By: /s/ Uri Levy
--------------------------
Uri Levy
Chief Financial Officer
Date: April 22, 2005
3