Edgar Filing: NETSUITE INC

Date: December 5, 2007

NETSUITE INC.

/s/ Douglas P. Solomon

Douglas P. Solomon

Vice President, Legal & Corporate Affairs

and Secretary

Form 8-A12B

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

NetSuite Inc.

(Exact name of registrant as specified in its charter)


Delaware		94-3310471
(State of incorporation or organization)		(I.R.S. Employer Identification No.)

2955 Campus Drive, Suite 100 San Mateo, California		94403
(Address of principal executive offices)		(Zip Code)

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

Common Stock, $0.01 par value per share		New York Stock Exchange, Inc.

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), 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), check the following box. ¨

Securities Act registration statement file number to which this form relates: 333-144257

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

NetSuite Inc. (the “Registrant”) registers hereunder its Common Stock, $0.01 par value per share (the “Common Stock”). A description of the Registrant’s Common Stock and a description of the Anti-Takeover Effects of the Registrant’s Amended and Restated Certificate of Incorporation and Bylaws are incorporated herein by reference to the section captioned “Description of Capital Stock” in the Registrant’s Registration Statement on Form S-1 (File No. 333-144257), as originally filed with the Securities and Exchange Commission (the “Commission”) on July 2, 2007, as amended (the “Registration Statement”), and in the prospectus included in the Registration Statement to be filed separately by the Registrant with the Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended, which prospectus shall be deemed to be incorporated by reference herein.

Item 2. Exhibits

Pursuant to 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 New York Stock Exchange, Inc. 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.