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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
Rock Financial Corporation
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(Exact name of registrant as specified in Its charter)
Michigan 38-2603955
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(State of incorporation or organization) (I.R.S. Employer
Identification No.)
30600 Telegraph Road, Fourth Floor, Bingham Farms, Michigan 48025
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(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
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), please check the following box. [x]
Securities Act registration statement file number to which this form relates:
333-46885 (if applicable)
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Securities to be registered pursuant to Section 12(g) of the Act:
Common Shares, 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
See "Description of Capital Stock" in the Registrant's Registration
Statement on Form S-1 (File No. 333-46885), which is hereby incorporated by
reference. Any prospectus subsequently filed by the Registrant pursuant to
Rule 424(b) under the Act shall be deemed to be incorporated by reference into
this registration statement.
Item 2. Exhibits
A. Restated Articles of Incorporation of the Registrant,
incorporated by reference to Exhibit 3(i) to the Registrant's
Registration Statement on Form S-1 (File No. 333-46885) (the
"Registrant's Registration Statement").
B. Amended and Restated Bylaws of the Registrant, incorporated
by reference to Exhibit 3(ii) to the Registrant's
Registration Statement.
C. Specimen Common Share Certificate, incorporated by reference
to Exhibit 4.1 to the Registrant's Registration Statement.
D. Form of Shareholders Agreement among Rock Financial
Corporation and its shareholders before its initial public
offering, incorporated by reference to Exhibit 10.8 to the
Registrant's Registration Statement.
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, thereunto duly authorized.
ROCK FINANCIAL CORPORATION
(Registrant)
By: /s/ DANIEL GILBERT
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Daniel Gilbert
Its: Chairman of the Board
and Chief Executive Officer
Dated: March 4, 1998
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EXHIBIT INDEX
Exhibit Description
A. Restated Articles of Incorporation of the Registrant,
incorporated by reference to Exhibit 3(i) to the
Registrant's Registration Statement on Form S-1 (File
No. 333-46885) (the "Registrant's Registration
Statement").
B. Amended and Restated Bylaws of the Registrant,
incorporated by reference to Exhibit 3(ii) to the
Registrant's Registration Statement.
C. Specimen Common Share Certificate, incorporated by
reference to Exhibit 4.1 to the Registrant's
Registration Statement.
D. Form of Shareholders Agreement among Rock Financial
Corporation and its shareholders before its initial
public offering, incorporated by reference to Exhibit
10.8 to the Registrant's Registration Statement.