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
Verint Systems Inc.
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Delaware 11-3200514
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(State of Incorporation or Organization) (I.R.S. Employer
Identification no.)
234 Crossways Park Drive, Woodbury, New York 11797
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(Address of Principal Executive Offices) (Zip Code)
If this form relates to the If this form relates to the
registration of a class of registration of a class of
securities pursuant to Section securities pursuant to Section
12(b) of the Exchange Act and 12(g) of the Exchange Act and
is effective pursuant to is effective pursuant to
General Instruction A.(c), General Instruction A.(d),
please check the following please check the following
box. [ ] box. [x]
Securities Act registration statement file number to which this form relates:
333-82300
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
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None
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.001
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
For a description of the securities to be registered hereunder,
reference is made to the information set forth under the heading "Description of
Capital Stock" in the Registrant's prospectus, which constitutes a part of the
Registrant's Registration Statement on Form S-1 (File No. 333-82300), as may be
amended from time to time, filed with the Securities and Exchange Commission,
which information is incorporated by reference herein. Any form of prospectus
subsequently filed by the Registrant pursuant to Rule 424(b) under the
Securities Act which includes such description shall be deemed to be
incorporated by reference into this registration statement.
ITEM 2. EXHIBITS
The following exhibits to this Registration Statement have been filed
as exhibits to the Registrant's Registration Statement on Form S-1 (File No.
333-82300), as amended (the "Registration Statement"), filed under the
Securities Act of 1933, as amended, and are hereby incorporated herein by
reference.
EXHIBIT
NUMBER DESCRIPTION OF EXHIBIT
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1. Amended and Restated Certificate of Incorporation of Verint
Systems Inc., filed as Exhibit 3.1 to the Registration
Statement and is incorporated herein by reference.
2. By-laws of Verint Systems Inc., filed as Exhibit 3.2 to the
Registration Statement and is incorporated herein by
reference.
3. Specimen Common Stock Certificate, filed as Exhibit 4.1 to the
Registration Statement and is incorporated herein by
reference.
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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.
Date: April 30, 2002
VERINT SYSTEMS INC.
By: /s/ Dan Bodner
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Name: Dan Bodner
Title: President and Chief Executive
Officer
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