Nevada
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85-0206668
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(State
or other jurisdiction of incorporation or organization)
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(I.R.S.
Employer Identification No.)
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Large
accelerated
filer ¨
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Accelerated
filer ¨
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Non-accelerated
filer ¨
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Smaller
reporting company ý
|
(Do
not check if a smaller reporting
company)
|
Title
of securities to
be
registered
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Amount
to be
registered(1)
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Proposed
maximum
offering
price
per share(2)
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Proposed
maximum
aggregate
offering price(2)
|
Amount
of
registration
fee
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Common
Stock, $.001
Par Value (2003
Stock Plan)
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600,000
shares
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$1.95
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$1,170,000
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$65.92
|
|
1.
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the
Company’s Annual Report on Form 10-K for the fiscal year that ended on
September 30, 2008, filed with the SEC on December 29,
2008.
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|
2.
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the
Company’s Quarterly Report on Form 10-Q for the quarterly period that
ended on December 31, 2008, filed with the SEC on February 17,
2009.
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|
3.
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the
Company’s Current Reports on Form 8-K filed with the SEC on October 6,
2008, November 12, 2008, January 20, 2009, and March 12, 2009;
and
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4.
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the
description of the Company’s common stock, which is contained in the
Company’s Registration Statement on Form 10SB12G, File No. 000-24217,
filed with the SEC on May 6, 1998.
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Exhibit
Number
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Description
|
|
4.1
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Amended
and Restated Articles of Incorporation (incorporated herein by reference
to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the
SEC on August 15, 2007)
|
|
4.2
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Amended
and Restated Bylaws (incorporated herein by reference to Exhibit 3.2 to
the Company’s Annual Report on Form 10-K for the fiscal year ended
September 30, 2007)
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4.3
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LiveDeal,
Inc. Amended and Restated 2003 Stock Plan (incorporated herein by
reference to Exhibit 10.1 to the Company’s Annual Report on Form 10-K for
the fiscal year ended September 30, 2007)
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|
4.4
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First
Amendment to LiveDeal, Inc. Amended and Restated 2003 Stock Plan.
(incorporated herein by reference to Appendix A to the Company’s
definitive proxy statement for its 2009 annual meeting of stockholders,
filed with the SEC on January 29, 2009)
|
|
5.1
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Opinion
of Snell & Wilmer L.L.P. as to legality of securities being
registered
|
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23.1
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Consent
of Snell & Wilmer L.L.P. (included in Exhibit 5.1)
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23.2
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Consent
of Mayer Hoffman McCann P.C.
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24.1
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Power
of Attorney (included on the signature page of this Registration
Statement)
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LIVEDEAL,
INC.
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|||
By:
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/s/ Michael Edelhart
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||
Michael
Edelhart
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|||
Chief
Executive Officer
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Signature
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Title
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Date
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||
/s/ Michael Edelhart
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Chief
Executive Officer and Director
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March
18, 2009
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||
Michael
Edelhart
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(Principal
Executive Officer)
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|||
/s/ Rajeev Seshadri
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Chief
Financial Officer
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March
18, 2009
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||
Rajeev
Seshadri
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(Principal
Financial and Accounting Officer)
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|||
/s/ Richard D. Butler, Jr.
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Director
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March
18, 2009
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||
Richard
D. Butler, Jr.
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||||
/s/
Greg A. LeClaire
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Director
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March
18, 2009
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||
Greg
A. LeClaire
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||||
/s/ Rajesh Navar
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Chairman
of the Board of Directors
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March
18, 2009
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||
Rajesh
Navar
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Exhibit
Number
|
Description
|
|
4.1
|
Amended
and Restated Articles of Incorporation (incorporated herein by reference
to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the
SEC on August 15, 2007)
|
|
4.2
|
Amended
and Restated Bylaws (incorporated herein by reference to Exhibit 3.2 to
the Company’s Annual Report on Form 10-K for the fiscal year ended
September 30, 2007)
|
|
4.3
|
LiveDeal,
Inc. Amended and Restated 2003 Stock Plan (incorporated herein by
reference to Exhibit 10.1 to the Company’s Annual Report on Form 10-K for
the fiscal year ended September 30, 2007)
|
|
4.4
|
First
Amendment to LiveDeal, Inc. Amended and Restated 2003 Stock Plan.
(incorporated herein by reference to Appendix A to the Company’s
definitive proxy statement for its 2009 annual meeting of stockholders,
filed with the SEC on January 29, 2009)
|
|
Opinion
of Snell & Wilmer L.L.P. as to legality of securities being
registered
|
||
23.1
|
Consent
of Snell & Wilmer L.L.P. (included in Exhibit 5.1)
|
|
Consent
of Mayer Hoffman McCann P.C.
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||
24.1
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Power
of Attorney (included on the signature page of this Registration
Statement)
|