UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------------------- 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 ARC WIRELESS SOLUTIONS, INC. ---------------------------- (Exact Name of Registrant as Specified in Its Charter) Utah 87-0454148 ---------------------------------------- ------------------------------------ (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 10601 West 48th Avenue Wheat Ridge, Colorado 80033-2660 ---------------------------------------- ------------------------------------ (Address of Principal Executive Offices) (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. [X] 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. [ ] Securities Act registration statement file number to which this form relates: 333-100293 ---------- 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 ------------------- ------------------------------ Common Stock, $0.0005 par value per share The NASDAQ Stock Market LLC Securities to be registered pursuant to Section 12(g) of the Act: None ---------------------------------- (Title of Class) Item 1. Description of Registrant's Securities to be Registered The description of the common stock being registered set forth under the caption "Description of Securities" in the prospectus contained in the registrant's Registration Statement on Form SB-2, File No. 333-100293, as originally filed with the Securities and Exchange Commission on October 3, 2002 or as subsequently amended, is incorporated by reference in response to this item. Item 2. Exhibits The following exhibits are filed as a part of this Registration Statement: Exhibit No. Description ----------- ----------------------------------------------------------------- 1 Articles of Incorporation of Westcliff Corporation, now known as Antennas America, Inc. (Incorporated herein by reference from the Company's Form S-18 Registration Statement dated December 1, 1987 (File No. 33-18854-D).) 2 Articles of Amendment of the Company dated January 26, 1988. (Incorporated herein by reference from the Company's Post-Effective Amendment No. 3 to Form S-18 Registration Statement dated December 5, 1989 (File No. 33-18854-D).) 3 Articles and Agreement of Merger between the Company and Antennas America, Inc., a Colorado corporation, dated March 22, 1989. (Incorporated herein by reference from the Company's Post-Effective Amendment No. 3 to Form S-18 Registration Statement dated December 5, 1989 (File No. 33-18854-D).) 4 Amended and Restated Articles of Incorporation dated October 11, 2000. (Incorporated by reference from the Company's Form 10-KSB for December 31, 2000 filed on April 2, 2001. ) 5 Bylaws of the Company as amended and restated on March 25, 1998 (Incorporated by reference from the Company's Form 10-KSB for December 31, 1997 filed on March 31, 1998.) SIGNATURE Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized. ARC WIRELESS SOLUTIONS, INC. /s/ Randall P. Marx ------------------------------------ Randall P. Marx Chief Executive Officer and President Dated: April 9, 2007 EXHIBIT INDEX Exhibit No. Description ----------- ----------------------------------------------------------------- 1 Articles of Incorporation of Westcliff Corporation, now known as Antennas America, Inc. (Incorporated herein by reference from the Company's Form S-18 Registration Statement dated December 1, 1987 (File No. 33-18854-D).) 2 Articles of Amendment of the Company dated January 26, 1988. (Incorporated herein by reference from the Company's Post-Effective Amendment No. 3 to Form S-18 Registration Statement dated December 5, 1989 (File No. 33-18854-D).) 3 Articles and Agreement of Merger between the Company and Antennas America, Inc., a Colorado corporation, dated March 22, 1989. (Incorporated herein by reference from the Company's Post-Effective Amendment No. 3 to Form S-18 Registration Statement dated December 5, 1989 (File No. 33-18854-D).) 4 Amended And Restated Articles Of Incorporation dated October 11, 2000. (Incorporated by reference from the Company's Form 10-KSB for December 31, 2000 filed on April 2, 2001 ) 5 Bylaws of the Company as amended and restated on March 25, 1998 (Incorporated by reference from the Company's Form 10-KSB for December 31, 1997 filed on March 31, 1998.)