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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A/A
(Amendment No. 1)
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) or 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
SUCAMPO PHARMACEUTICALS, INC.
(Exact Name of Registrant as Specified in its Charter)
     
Delaware
(State of Incorporation or Organization)
  13-3929237
(IRS Employer Identification No.)
     
4520 East-West Highway,
Suite 300
Bethesda, Maryland

(Address of Principal Executive Offices)
  20814

(Zip Code)

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), please check the following box. þ
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), please check the following box. o


Securities Act registration statement file number to which this form relates: 333-135133
Securities to be registered pursuant to Section 12(b) of the Act:
     
Title of Each Class
to be so Registered
  Name of Each Exchange on Which
Each Class is to be Registered
     
Class A common stock, $0.01 par value per share   The NASDAQ Stock Market LLC
Securities to be registered pursuant to Section 12(g) of the Act: None
 
 

 


 

INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant’s Securities to be Registered.
Information with respect to the Class A common stock, par value $0.01 per share (the “Class A Common Stock”), of the Registrant is incorporated by reference to the section captioned “Description of Capital Stock” in Amendment No. 8 to the Registrant’s registration statement on Form S-l (No. 333-135133) as filed with the Securities and Exchange Commission on July 17, 2007, any amendments to such
registration statement filed subsequently thereto, and any form of prospectus filed pursuant to Rule 424(b) under the Securities Act of 1933, as amended, in connection with such registration statement.
Item 2. Exhibits.
Under the Instructions as to Exhibits with respect to Form 8-A, no exhibits are required to be filed, because no other securities of the Registrant are registered on The NASDAQ Stock Market LLC and the securities registered hereby are not being registered pursuant to Section 12(g) of the Exchange Act.
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.
         
  SUCAMPO PHARMACEUTICALS, INC.
 
 
Date: July 30, 2007  By:   /s/ Kei S. Tolliver    
    Kei S. Tolliver   
    Vice President of Business Development
and Company Operations and Secretary