RHAPSODY
ACQUISITION
CORP.
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(Exact
Name of Registrant as Specified in
Its Charter)
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Delaware
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20-4743916
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(State
of Incorporation or Organization)
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(I.R.S.
Employer Identification No.)
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26000
Commercentre Drive
Lake
Forest, California
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92630
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(Address
of Principal Executive Offices)
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(Zip
Code)
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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. x
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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
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Securities
Act registration statement file number to which this form
relates:
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(If
applicable)
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Securities
to be registered pursuant to Section 12(b) of the
Act:
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Title
of Each Class
to
be Registered
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Name
of Each Exchange on Which
Each
Class is to be Registered
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Common
Stock, $.0001 par value
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The
Nasdaq Stock Market LLC
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Common
Stock Purchase Warrants
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The
Nasdaq Stock Market LLC
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Units
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The
Nasdaq Stock Market LLC
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Securities
to be registered pursuant to Section 12(g) of the Act:
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(Title
of Class)
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(Title
of Class)
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(Title
of Class)
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Exhibit
No.
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Description
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3.1
(1)
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Second
Amended and Restated Certificate of Incorporation of the
Registrant
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3.2
(2)
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By-Laws
of the Registrant
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4.1
(2)
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Specimen
Unit Certificate
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4.2
(2)
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Specimen
Common Stock Certificate
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4.3
(2)
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Specimen
Warrant Certificate
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4.4
(2)
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Form
of Unit Purchase Option to granted to Representative in connection
with
Initial Public Offering
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4.5
(2)
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Form
of Warrant Agreement between Continental Stock Transfer and Trust
Company
and the Registrant
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(1) |
Attached
hereto.
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(2) |
Incorporated
by reference from the Registrant’s Registration Statement on Form S-1, as
amended, which was initially filed with the Securities and Exchange
Commission on June 2, 2006 (File No.
333-134694).
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RHAPSODY
ACQUISITION CORP.
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Date:
July 31, 2008
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By:/s/
John P. Schauerman
John
P. Schauerman,
Chief
Financial Officer
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Exhibit
No.
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Description
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3.1
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Second
Amended and Restated Certificate of Incorporation of the
Registrant
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