GOLD BANC CORP INC
8-A12G, 1997-12-02
NATIONAL COMMERCIAL BANKS
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                                    FORM 8-A

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


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

                           Gold Banc Corporation, Inc.
                               GBCI Capital Trust
             (Exact name of registrant as specified in its charter)

                                Kansas 48-1008593
                              Delaware Applied For
  (State of incorporation or organization)(I.R.S. Employer Identification No.)

11301 Nall Avenue, Leawood, Kansas                       66211
(Address of principal executive offices)               (Zip Code)

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                                       Not Applicable

          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:

                  Registration Nos. 333-39849 and 333-39849-01
                                 (if applicable)





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<PAGE>



        Securities to be registered pursuant to Section 12(g)of the Act:

               % Preferred Securities of GBCI Capital Trust
     % Junior Subordinated Debentures of Gold Banc Corporation, Inc.
Guarantee of Gold Banc Corporation, Inc. of certain obligations under the
                                 Preferred Securities
                                    (Title of Class)


                 INFORMATION REQUIRED IN REGISTRATION STATEMENT


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

         A description of the Securities to be registered hereby is set forth in
a prospectus (the "424(b) Prospectus") to be filed pursuant to Rule 424(b) under
the  Securities  Act of 1933,  included as a part of that  certain  registration
statement  (the  "Registration  Statement")  of GBCI Capital Trust and Gold Banc
Corporation,   Inc.,   Registration  Nos.   333-39849  and   333-39849-01.   The
Registration  Statement is hereby incorporated herein by reference thereto.  The
424(b)  Prospectus shall, upon filing, be deemed to be incorporated by reference
herein.

Item 2.       Exhibits.

         1      Form of Amended and Restated Trust Agreement  *
         2      Form of Junior Subordinated Indenture  *
         3      Form of Guarantee  *

* Each such  document is hereby  incorporated  herein by  reference  to the form
thereof included as exhibits  4(b)(Amended and Restated Trust  Agreement),  4(a)
(Junior   Subordinated   Indenture)  and  4(c)(Guarantee)  to  the  registration
statement  of Gold Banc  Corporation,  Inc.  and GBCI  Capital  Trust  under the
Securities Act of 1933, Registration Nos. 333-39849 and 333-39849-01.

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<PAGE>


                                    SIGNATURE

         Pursuant to the  requirements of Section 12 of the Securities  Exchange
Act of 1934,  as amended,  the  Registrant  has duly  caused  this  Registration
Statement  to  be  signed  on  its  behalf  by  the  undersigned,  thereto  duly
authorized.

                           GOLD BANC CORPORATION, INC.



                           By: /s/ Michael W. Gullion
                           ________________________________________
                               Michael W. Gullion, President
                               and Chief Executive Officer
                               (Duly authorized representative)

Date:  October 31, 1997

                           GBCI CAPITAL TRUST



                           By: /s/ Brian J. Ruisinger
                           _________________________________________
                           Brian J. Ruisinger, Administrator
                           (Duly authorized representative)

Date:  October 31, 1997

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