<PAGE>   1


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
        -----------------------------------------------------------------

                                  FORM 8-A/A-1


                FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                    PURSUANT TO SECTION 12(b) OR 12(g) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


                                    C3, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


            North Carolina                                    56-0308470
- ----------------------------------------                  -------------------
(State of incorporation or organization)                   (I.R.S. Employer
                                                          Identification No.)


3800 Gateway Boulevard, Suite 310, Morrisville, North Carolina       27560
- --------------------------------------------------------------     ----------
            (Address of principal executive offices)               (Zip Code)


        SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

                                      None

         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. [ ]

         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. [X]

               Securities Act registration statement file number
                     to which this form relates: 333-36809


        SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:


                           Common Stock, No Par Value
                           --------------------------
                                (Title of class)


                                    Warrants
                                ----------------
                                (Title of class)




<PAGE>   2



Item 1.  Description of Registrant's Securities to be Registered.

         The information required by Item 1 is incorporated herein by reference
to the cover page of the Prospectus (the "Prospectus") included in the
Registrant's Registration Statement on Form S-1 initially filed with the
Commission on September 30, 1997, as amended (File No. 333-36809) (the
"Registration Statement"), and the information contained under the headings
"Description of Capital Stock" and "Underwriting" of the Prospectus.

Item 2.  Exhibits

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

         3.1*     Amended and Restated Articles of Incorporation of C3, Inc.

         3.2*     Amended and Restated Bylaws of C3, Inc.

         4.1*     Specimen Certificate of Common Stock

         4.2*     Form of Representative's Warrant



   
* Incorporated by reference to the exhibits of the same number to the
  Registration Statement.
    




<PAGE>   3


                                    SIGNATURE

         Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the Registrant has duly caused this Amendment No. 1 to the 
registration statement to be signed on its behalf by the undersigned, thereto 
duly authorized.


Date: November 12, 1997
                                                     C3, INC.


                                                     By: /s/ Jeff N. Hunter
                                                         ----------------------
                                                           Jeff N. Hunter
                                                           President