SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12 (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
NATIONWIDE FINANCIAL SERVICES CAPITAL TRUST
(Exact name of registrant as specified in its charter)
Delaware Applied for
(State of incorporation or organization) (I.R.S. employer identification no.)
c/o Nationwide Financial Services, Inc.
One Nationwide Plaza 43215
Columbus, Ohio (zip code)
(Address of principal executive offices)
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
___% Capital Securities (and the New York Stock Exchange, Inc.
Guarantee with respect thereto)
Securities to be registered pursuant to Section 12(g) of the Act:
None
(Title of class)
Item 1. Description of Registrant's Securities to be Registered.
Nationwide Financial Services Capital Trust, a business trust organized
under the laws of the State of Delaware (the "NFS Trust"), is applying for
registration of its __% Capital Securities (the "Capital Securities") and the
guarantee (the "Guarantee") with respect to the Capital Securities made by
Nationwide Financial Services, Inc. ("NFS"). Both the description of the
Capital Securities which is set forth under the caption "Description of the
Capital Securities" and the description of the Guarantee which is set forth
under the caption "Description of the Guarantee" contained in the preliminary
prospectus that has been filed with the Securities and Exchange Commission (the
"Commission") pursuant to the Securities Act of 1933, as amended, as part of
Amendment No. 1 to the Registration Statement on Form S-1 (File No. 333-18531)
are incorporated herein by reference.
Item 2. Exhibits.
The Capital Securities (and the Guarantee with respect thereto) are to be
listed on the New York Stock Exchange, Inc. ("NYSE"). Pursuant to
Instruction II as to exhibits, the following exhibits are included with each
copy of this registration statement to be filed with the NYSE.
Exhibit Exhibit
Number
1. Amendment No. 1 to the Registration Statement on Form S-1 (File No.
333-18533) filed with the Commission on February 24, 1997.
2. None.
3. None.
4.1 Certificate of Trust of the NFS Trust.
4.2 Form of Amended and Restated Declaration of Trust of the NFS Trust.
4.3 Form of Indenture relating to Junior Subordinated Deferrable Interest
Debentures due 2027 of NFS including the Form of Global Note and the
Form of Definitive Note.
5.1 Form of Certificate for Capital Securities (included in Exhibit 4.2).
5.2 Form of Capital Securities Guarantee Agreement by NFS.
6. None.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, as amended, Nationwide Financial Services Capital Trust has duly caused
this registration statement to be signed on its behalf by the undersigned,
thereto duly authorized.
NATIONWIDE FINANCIAL SERVICES
CAPITAL TRUST
By: /s/ David A. Diamond
David A. Diamond, as trustee
Dated: February 28, 1997
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, as amended, Nationwide Financial Services, Inc. has duly caused this
registration statement to be signed on its behalf by the undersigned, thereto
duly authorized.
NATIONWIDE FINANCIAL SERVICES, INC.
By: /s/ Gordon E. McCutchan
Gordon E. McCutchan
Executive Vice President --
Law and Corporate Services
and Secretary
Dated: February 28, 1997
