SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
HARRIS & HARRIS GROUP, INC.
(Exact Name of Registrant as Specified in its Charter)
New York 13-3119827
(State of Incorporation (I.R.S. Employer
or Organization) Identification no.)
One Rockefeller Plaza 10020
Rockefeller Center (Zip Code)
New York, New York
(Address of Principal Executive Offices)
If this form relates to the registration If this form relates to the registration
of a class of securities pursuant to of a class of securities pursuant to
Section 12(b) of the Exchange Act and is Section 12(g) of the Exchange Act and is
effective pursuant to General Instruction effective pursuant to General Instruction
A.(c), please check the following box. | | A.(d), please check the following box. |X|
Securities Act registration statement file number to which this form
relates: 333-87032
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:
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
Rights Nasdaq National Market
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
The description of the Registrant's securities to be
registered is incorporated by reference to the description contained under
the caption "The Offer and Plan of Distribution - Terms of the Offer" in
the Registrant's Registration Statement on Form N-2 (Nos. 333-87032 and
811-07074) as filed electronically with the Securities and Exchange
Commission (the "Commission") on April 26, 2002 (Accession No.
0000950172-02-000832) ("Registration Statement on Form N-2"), as amended by
Pre- Effective Amendment No.1 to the Registration Statement on Form N-2, as
filed with the Commission on June 6, 2002 (Accession No.0000950172-02-001220)
("Pre- Effective Amendment No. 1") which are incorporated by reference.
Item 2. Exhibits.
Subscription Certificate, Beneficial Owner Listing
Certification, Notice of Guaranteed Delivery, DTC Participant
Over-Subscription Certificate and Specimen certificate of common stock
certificate. The Subscription Certificate, Beneficial Owner Listing
Certification, Notice of Guaranteed Delivery and DTC Participant Over-
Subscription Certificate are hereby incorporated by reference to Exhibit
(d) of the Registrant's Registration Statement on Form N-2, as amended by
Pre-Effective Amendment No.1. The Specimen certificate of common stock
certificate is hereby incorporated by reference to Exhibit 4 of the
Registrant's Registration Statement on Form N-2 as filed with the
Commission on October 29, 1992.
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.
HARRIS & HARRIS GROUP, INC.
By: /s/
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Name: Charles E. Harris
Title: Chairman and CEO
(Principal Executive Officer)
Date: June 12, 2002