Star Bulk Carriers Corp.

Regulatory Filings • Dec 4, 2007

8-A12B 1 d832625_8-a.htm FORM 8-A d832625_8-a.htm Licensed to: Seward & Kissel LLP Document Created using EDGARizer 4.0.1.0 Copyright 2007 EDGARfilings, Ltd., an IEC company. All rights reserved EDGARfilings.com

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

| Star
Bulk Carriers Corp. | |
| --- | --- |
| (Exact
name of Issuer as specified in its charter) | |
| Republic
of the Marshall Islands | N/A |
| (State
of incorporation or organization) | (IRS
Employer Identification No.) |
| 40
Ag. Konstantinou Avenue Aethrion
Center, Suite B34 Maroussi
15124 Athens,
Greece | |
| (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, par value $0.01 per share Warrants | The
Nasdaq Stock Market LLC The
Nasdaq Stock Market LLC |

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.

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: No. 333-141296 (if applicable)

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 classes of securities to be registered hereunder are the shares of common stock, $0.01 par value per share, and the warrants of Star Bulk Carriers Corp. (the “Registrant”). The description of capital stock set forth under the captions “Description of Star Bulk Securities—Common Stock” and “Description of Star Maritime Securities—Warrants” in the prospectus included in the Registrant’s registration statement on Form F-1/F-4 (No. 333-141296), as initially filed with the Securities and Exchange Commission on March 14, 2007, as amended or supplemented, is incorporated herein by reference.

Item 2. Exhibits.

The following exhibits are filed as part of this registration statement:

No.	Exhibit
3.1	Amended
and Restated Articles of Incorporation*
3.2	Amended
and Restated By-laws*
4.1	Specimen
Common Share Certificate*
4.3	Specimen
Warrant Certificate**
4.4	Form
of Warrant Agreement between American Stock Transfer & Trust Company
and the Registrant***

• Filed as exhibits to the Company's registration statement on Form F-1/F-4 filed on March 14, 2007 (File No. 333-141296) and incorporated herein by reference.

** Filed as exhibit 4.3 to the registration statement on Form S-1 of the Company’s predecessor Star Maritime Acquisition Corp. filed on October 26, 2005 (File No. 333-125662) and incorporated herein by reference.

*** Filed as exhibit 4.4 to the registration statement on Form S-1 of the Company’s predecessor Star Maritime Acquisition Corp. filed on December 13, 2005 (File No. 333-125662) and incorporated herein by reference.

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.

Dated: November 29, 2007 STAR BULK CARRIERS CORP. By: /s/ Prokopios Tsirigakis_______ Name: Prokopios Tsirigakis Title: Chief Executive Officer and President

SK 25767 0001 832625