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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
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SOUTH STREET FINANCIAL CORP.
(Exact name of registrant as specified in its charter)
North Carolina 56-1973261
(State of incorporation or organization) (I.R.S. Employer Identification No.)
155 West South Street 28001
Albemarle, North Carolina (Zip Code)
(Address of principal executive offices)
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If this Form relates to the registration of a class of debt securities and is
effective upon filing pursuant to General Instruction A.(c)(1), please check the
following box. [_]
If this Form relates to the registration of a class of debt securities and is to
become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A.(c)(2), please check the following box. [_]
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
None None
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, no par value
(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
Registrant hereby incorporates by reference the sections entitled
"DESCRIPTION OF CAPITAL STOCK --The Holding Company" and "ANTI-TAKEOVER
PROVISIONS AFFECTING THE HOLDING COMPANY AND HOME -- The Holding Company" in the
Prospectus included in the Registrant's Registration Statement on Form S-1
(Registration Number 33-04509) which was filed with the Commission on May 24,
1996 and as amended on July 26, 1996 (the "Registration Statement on Form S-1").
Any statement contained in the above-referenced sections of the Registration
Statement on Form S-1 which is incorporated herein by reference shall be deemed
to be modified or superseded for purposes of this Registration Statement on Form
8-A to the extent that such statement is modified or superseded by any document
subsequently filed with the Commission.
ITEM 2. EXHIBITS
Exhibit Number Description
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I.1. Copies of the form certificate for each security to be
registered hereunder.
I.2. Registrant hereby incorporates by reference the Articles of
Incorporation and Bylaws of South Street Financial Corp. which
are included as Exhibits 3(a) and 3(b) in the Registration
Statement on Form S-1. Any item included as Exhibit 3(a) or
3(b) to the Registration Statement on Form S-1 which is
incorporated herein by reference shall be deemed to be
modified or superseded for purposes of this Registration
Statement on Form 8-A to the extent that such item is modified
or superseded by any document subsequently filed with the
Commission.
II.1. Not applicable.
II.2. Not applicable.
II.3. Not applicable.
II.4. Not applicable.
II.5. Not applicable.
II.6. Not applicable.
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Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the Registrant has duly caused this Registration Statement on Form 8-A
to be signed on its behalf by the undersigned, thereto duly authorized.
SOUTH STREET FINANCIAL CORP.
Date: July 24, 1996 By: /s/ Carl M. Hill
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Carl M. Hill, President
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INDEX TO EXHIBITS
Exhibit Number Description
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1.1 Copies of the form certificate for each security to be
registered
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EXHIBIT 1.1
[PICTURE OF EAGLE APPEARS HERE]
COMMON STOCK COMMON STOCK
NUMBER SHARES
SS
SEE REVERSE FOR
CERTAIN DEFINITIONS
CUSIP 840486 10 2
INCORPORATED UNDER THE LAWS OF THE STATE OF NORTH CAROLINA
SOUTH STREET FINANCIAL CORPORATION
ALBEMARLE, N.C.
THIS IS TO CERTIFY THAT
IS THE OWNER OF
FULLY PAID AND NONASSESSABLE SHARES OF THE COMMON STOCK, NO PAR VALUE OF
SOUTH STREET FINANCIAL CORPORATION
transferable on the books of the Corporation by the holder hereof in person or
by duly authorized Attorney upon surrender of this Certificate properly
endorsed. The security evidenced by this Certificate is not a deposit account
or savings account and is not federally insured or guaranteed. This Certificate
shall not be valid until countersigned and registered by the Transfer Agent and
Registrar.
WITNESS the facsimile seal of the Corporation and the signatures of its duly
authorized officers.
Dated:
[SIGNATURE OF SECRETARY [SOUTH STREET /s/Carl M. Hill
APPEARS HERE] FINANCIAL CORP.
SEAL APPEARS
SECRETARY HERE] PRESIDENT AND CHIEF
EXECUTIVE OFFICER
++++++++++++++++++++++++++++++++++++++++++++++
+ COUNTERSIGNED AND REGISTERED: +
+ +
+ TRANSFER AGENT AND REGISTRAR +
+ BY +
+ +
+ AUTHORIZED SIGNATURE +
++++++++++++++++++++++++++++++++++++++++++++++
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SOUTH STREET FINANCIAL CORPORATION
The Corporation will furnish in any shareholder upon request and without
charge a copy of the Articles of Incorporation and Bylaws of the Corporation,
which set forth certain other provisions with respect to acquisition of shares
of the Corporation, as well as a description of the Corporation's authorized
common and preferred stock and other provisions affecting stockholder rights and
corporate governance.
The following abbreviations, when used in the Inscription on the face or
this certificate, shall be construed as though they were written out in full
according to applicable laws or regulations:
<TABLE>
<S> <C> <C>
TEN COM - as tenants in common UNIF GIFT MIN ACT - Custodian
TEN ENT - as tenants by the entireties ----------- -----------
JT TEN - as joint tenants with right of (Cust) (Minor)
survivorship and not as tenants under Uniform Gifts to Minors
in common Act
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(state)
</TABLE>
Additional abbreviations may also be used though not in the above list
For value received, herby sell,
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assign and transfer unto
PLEASE INSERT SOCIAL SECURITY
OR OTHER IDENTIFYING
NUMBER OF ASSIGNEE
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(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING
ZIP CODE OF ASSIGNEE)
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shares
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of the Capital Stock represented by the within Certificate, and do herby
irrevocably constituto and appoint
Attorney
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to transfer the said stock on the books of the with in named Corporation with
full power of substitution in the premises.
Dated
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NOTICE: THE SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND
WITH THE NAME AS WRITTEN UPON THE FACE OF THE
CERTIFICATE IN EVERY PARTICULAR ,WITHOUT ALTERATION
OR ENLARGEMENT OF ANY CHANGE WHATEVER.
SIGNATURE(S) GUARANTEED:
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THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE
GUARANTOR INSTITUTION (BANKS, STOCKHOLDERS, SAVINGS
AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH
MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE
MEDALLION PROGRAM) PURSUANT TO S.E.C. RULE 17Ad-16.
KEEP THIS CERTIFICATE IN A SAFE PLACE. IF IT IS LOST, STOLEN, MUTILATED OR
DESTROYED, THE CORPORATION WILL REQUIRE A BOND OF INDEMNITY AS A CONDITION
TO THE ISSUANCE OF A REPLACEMENT CERTIFICATE.
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AMERICAN BANK NOTE COMPANY JUlY 15, 1996 fm
3504 ATLANTIC AVENUE 045223bk
SUITE 12
LONG BEACH, CA 90807
(310)989-2333
(FAX) (310) 426-7450 proof NEW
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