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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
STIRLING COOKE BROWN HOLDINGS LIMITED
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(Exact name of registrant as specified in its charter)
Bermuda Not Applicable
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(Jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
Victoria Hall, Third Floor
11 Victoria Street
Hamilton, HM11, Bermuda Not Applicable
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(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
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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 to be registered pursuant to Section 12(g) of the Act:
Ordinary Shares, par value $.25 per share
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(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
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The portion of the Registrant's prospectus included in the
Registrant's Registration Statement on Form S-1 under the Securities Act of 1933
("Registration No. 333-32995) (as filed with the Securities and Exchange
Commission on August 6, 1997, and as amended from time to time thereafter)
captioned "Description of Capital Shares") is incorporated herein by reference.
ITEM 2. EXHIBITS
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(1) Memorandum of Association of the Registrant - filed as Exhibit
3.1 to the Registrant's Registration Statement on Form S-1 under
the Securities Act of 1933 (Registration No. 333-32995), and
incorporated herein by reference.
(2) Bye-laws of the Registrant - filed as Exhibit 3.2 to the
Registrant's Registration Statement on Form S-1 under the
Securities Act of 1933 (Registration No. 333-32995), and
incorporated herein by reference.
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SIGNATURE
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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 to be
signed on its behalf by the undersigned, thereunto duly authorized.
STIRLING COOKE BROWN HOLDINGS LIMITED
By: /s/ Penelope A. Cooke
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Penelope A. Cooke
Secretary
Dated: November 26, 1997
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STIRLING COOKE BROWN HOLDINGS LIMITED
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EXHIBIT INDEX
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NUMBER AND DESCRIPTION OF EXHIBIT SEQUENTIAL
PAGE NUMBER
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(1) Memorandum of Association of the Registrant - filed as
Exhibit 3.1 to the Registrant's Registration Statement on
Form S-1 under the Securities Act of 1933 (Registration
No. 333-32995), and incorporated herein by reference.......... --
(2) Bye-laws of the Registrant - filed as Exhibit 3.2 to the
Registrant's Registration Statement on Form S-1 under the
Securities Act of 1933 (Registration No. 333-32995), and
incorporated herein by reference.............................. --
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