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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 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
North Arkansas Bancshares, Inc.
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(Exact Name of registrant as specified in its charter)
Tennessee Requested
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(State of Incorporation or Organization) (I.R.S. employer
identification no.)
200 Olivia Drive, Newport, Arkansas 72112
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(Address of Principal Executive Offices) (Zip Code)
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:
None
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Securities to be registered pursuant to Section 12(g) of the
Act:
Common Stock, par value $.01 per share
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(Title of Class)
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Item 1. Description of Registrant's Securities to be
Registered.
The information required by this Item is included under the
captions "Description of Capital Stock" (pages 79-80),
"Dividends" (pages 8-9), "Market for the Common Stock" (page
9), "Restrictions on Acquisition of the Company -- Provisions of
the Company's Charter and Bylaws" (pages 74-75), "The Conversion
- -- Limitations on Purchases and Transfer of Shares"
(pages 21-22), of the Prospectus included as part of the
Registrant's Registration Statement on Form SB-2, File No.
333-35985, declared effective on November 10, 1997 (the "Form
SB-2"), which information is incorporated herein by reference.
Item 2. Exhibits.
The following documents are either filed or incorporated by
reference as exhibits to this registration statement as
indicated:
1. Specimen Common Stock Certificate.
2. (a) Charter (incorporated by reference to
Exhibit 3.1 to Registration
Statement on the Form SB-2
(File No. 333-35985)).
(b) Bylaws (incorporated by reference to
Exhibit 3.2 to the Registration Statement
on Form SB-2 (File No. 333-35985)).
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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 registration statement to be signed on its behalf by the
undersigned, thereto duly authorized.
North Arkansas Bancshares, Inc.
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(Registrant)
Date: December 11, 1997 By: /s/ Brad Snider
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Brad Snider
President and Chief Executive
Officer
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COMMON STOCK
NUMBER ___ ___ SHARES
NORTH ARKANSAS BANCSHARES, INC.
NEWPORT, ARKANSAS
CUSIP 657252 10 2
This certifies that
is the owner of
FULLY PAID AND NONASSESSABLE SHARES OF COMMON STOCK, PAR VALUE
$0.01 PER SHARE, OF
North Arkansas Bancshares, Inc.
transferable only on the stock transfer books of the Corporation
by the holder of record hereof, or by his duly authorized
attorney or legal representative upon the surrender of this
certificate properly endorsed.
This certificate is not valid until countersigned and registered
by the Corporation's transfer agent and registrar.
IN WITNESS WHEREOF, the Corporation has caused this certificate
to be executed by the facsimile signature of its duly authorized
officers and has caused a facsimile of its corporate seal to be
hereunto affixed.
The Charter includes a provision which prohibits any person
from directly or indirectly acquiring the beneficial ownership
of more than 10% of any class of equity security of the
Corporation, unless such offer or acquisition shall have been
approved in advance by a two-thirds vote of the Continuing
Directors of the Corporation, as defined in Article XV of the
Charter. This provision does not apply to the purchase of shares
by underwriters in connection with a public offering, the
granting of proxies to certain directors of the Corporation by
stockholders of the Corporation or the acquisition of shares by
an employee benefit plan of the Corporation or a subsidiary.
Such provision eliminates the voting rights of securities
acquired in violation of the provision. Such provision will
expire five years from the date of completion of the conversion
of Newport Federal Savings Bank, Newport, Arkansas (the "Bank")
from mutual to stock form. The Charter also imposes certain
restrictions on the voting rights of beneficial owners of more
than 10% of any class of equity security of the Corporation
after five years from the date of completion of the conversion
of the Bank from mutual to stock form.
THIS SECURITY IS NOT A DEPOSIT OR ACCOUNT AND IS NOT FEDERALLY
INSURED OR GUARANTEED.
Dated:
/s/ Pam Decker /s/ Brad Snider
____________________________ _____________________
Pam Decker Brad Snider
Secretary President
Countersigned:
ILLINOIS STOCK TRANSFER COMPANY
_______________________________
Transfer Agent
By: ________________________________
Authorized Signature
[CORPORATE SEAL]
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The shares represented by this certificate are issued
subject to all the provisions of the Charter and Bylaws of the
Corporation as from time to time amended (copies of which are on
file at the principal executive office of the Corporation), to
all of which the holder by acceptance hereof assents.
The Corporation will furnish without charge to each
stockholder who so requests, the designations, relative rights,
preferences and limitations, determined for each series (and the
authority of the Board of Directors to determine variations for
future series) of each class of stock or series thereof that the
Corporation is authorized to issue. Such request may be made in
writing to the Secretary of the Corporation.
The following abbreviations, when used in the inscription
on the face of this Certificate, shall be construed as though
they were written out in full according to applicable laws or
regulations:
TEN COM - as tenants in common
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with right of survivorship and
not as tenants in common
UNIF TRANSFER MIN ACT - ..........Custodian.......... under
(Cust) (Minor)
Uniform Transfers to Minors Act.......................
(State)
Additional abbreviations may also be used though not in the
above list.
NOTE: THE SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND WITH THE
NAME OF THE STOCKHOLDER(S) AS WRITTEN UPON THE FACE OF THE
CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR
ENLARGEMENT OR ANY CHANGE WHATEVER.
FOR VALUE RECEIVED, _______________________________ HEREBY
SELL(S), ASSIGN(S) AND TRANSFER(S) UNTO
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
________________________________
/_______________________________/
________________________________________________________________
(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE,
OF ASSIGNEE)
________________________________________________________________
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_________________________________________________________ Shares
of the common stock evidenced by this certificate, and do hereby
irrevocably constitute and appoint ____________________________,
Attorney, to transfer the said shares on the books of the
Corporation, with full power of substitution.
Dated __________________ ________________________
SIGNATURE
________________________
SIGNATURE
In presence of : ___________________