SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
For Registration of Certain Classes of Securities
Pursuant to Section 12(b) or (g) of the
Securities Exchange Act of 1934
ENTERPRISE CAPITAL TRUST III
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(Exact name of registrant as specified in its charter)
Delaware 22-3577994
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(State of incorporation or organization) (IRS Employer Identification No.)
80 Park Plaza
P.O. Box 570
Newark, New Jersey 07101
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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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____%Trust Originated Preferred Securities, New York Stock Exchange
Series C
Securities to be registered pursuant to Section 12 (g) of the Act:
None.
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Item 1. Description of Registrant's Securities to be Registered.
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The information required by this Item 1 is incorporated by reference
to Registration Statement No. 333-52847 filed with the Securities and Exchange
Commission pursuant to the Securities Act of 1933, as amended, which became
effective on May 22, 1998. Copies of the Prospectus and the Prospectus
Supplement describing the securities will be filed pursuant to Rule 424 (b)
under the Securities Act of 1933, as amended, and shall be deemed incorporated
by reference into this Registration Statement filed on Form 8-A.
Item 2. Exhibits.
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Exhibit No.
*1-1 Registration Statement No. 333-52847.
*3-3 Certificate of Trust for Enterprise Capital Trust III (included in
Registration Statement No. 333-43241).
*3-6 Trust Agreement for Enterprise Capital Trust III (included in
Registration Statement No. 333-43241).
*3-9 Form of Amended and Restated Trust Agreement for Enterprise Capital
Trust III (included in Registration Statement No. 333-43241).
*4-2 Form of Preferred Security Certificate for Enterprise Capital Trust III
(included in Exhibit 3-9 above).
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* Pursuant to Instruction II to Item 2, the exhibits have been filed with
copies of this Registration Statement with the New York Stock Exchange and
need not be filed with or incorporated by reference into this Registration
Statement.
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SIGNATURE
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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.
Enterprise Capital Trust III
By: Public Service Enterprise Group Incorporated,
Its Depositor
MORTON A. PLAWNER
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Morton A. Plawner,
Treasurer
Dated: June 30, 1998