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As filed with the Securities and Exchange Commission on October 18, 1996
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AMENDMENT NO. 1 TO
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
American Financial Capital Trust I
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(Exact name of registrant as specified in its charter)
Delaware 31-6538554
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(State of incorporation or organization) (I.R.S. Employer Identification No.)
c/o American Financial Group, Inc.
One East Fourth Street
Cincinnati, Ohio 45202
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(Address of principal executive offices)
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<S> <C>
If this Form relates to the registra-tion of a If this Form relates to the registra-tion of a
class of debt securities and is effective upon class of debt securities and is to become
filing pursuant to General Instruction A(c)(1) effective simulta-neously with the
please check the following box. \ \ effectiveness of a concurrent registration
statement under the Securities Act of 1933
pursuant to General Instruction A(c)(2) please
check the following box. \ \
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Securities to be registered pursuant to Section 12(b) of the Act:
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Name of each exchange
on which each class
Title of each class is to be registered
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9-1/8% Trust Originated Preferred Securities New York Stock Exchange
("TOPrS") (Liquidation amount $25 per Preferred
Security) (together with the rights of holders of the
Preferred Securities under the Trust Guarantee and
backup undertakings, consisting of obligations of
American Financial Group, Inc. as set forth in the
Declaration of Trust, as amended, (including the
obligation to pay expenses of American Financial
Capital Trust I), the Indenture and the 9-1/8%
Subordinated Debentures due 2026 issued to American
Financial Capital Trust I)
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Securities to be registered pursuant to Section 12(g) of the Act:
None
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(Title of Class)
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INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
See "DESCRIPTION OF THE PREFERRED SECURITIES" on page 23 of the Prospectus
filed with the Commission pursuant to Rule 424(b)(1) (Registration Statement
No. 333-12537) on October 18, 1996 which description is incorporated herein
by this reference.
Item 2. Exhibits
The securities described herein are to be registered on the New York Stock
Exchange, on which no other securities of the Registrant are registered.
Accordingly, the following exhibits, required in accordance with Part II to
the Instructions as to the exhibits on Form 8-A, have been duly filed with
the New York Stock Exchange:
(a) Registrant's Registration Statement No. 333-12537 on Form S-3 as
filed on September 24, 1996, as amended on October 11, 1996 and October 15,
1996, and incorporated herein by this reference.
(b) Registrant's Certificate of Trust as filed as Exhibit 4.2 (in
original filing) to Registrant's Registration Statement No.333-12537 and
incorporated herein by reference.
(c) Registrant's Amended and Restated Declaration of Trust as filed as
Exhibit 4.3 to Amendment No. 2 to Registrant's Registration Statement No.333-
12537 and incorporated herein by this reference.
(d) Form of Preferred Security filed as Exhibit 4.7 to Registrant's
Registration Statement No.333-12537 and incorporated herein by this
reference.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, the Registrant has duly caused this amendment to registration statement
to be signed on its behalf by the undersigned, thereto duly authorized.
AMERICAN FINANCIAL GROUP CAPITAL TRUST I
BY: James E. Evans
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James E. Evans, as Regular Trustee
BY: Thomas E. Mischell
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Thomas E. Mischell, as Regular Trustee
Date: October 18, 1996
"Trust Originated Preferred Securities" and "TOPrS" are service marks of
Merrill Lynch & Co. Inc.
