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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
The Banc Corporation
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(Exact Name of Registrant as Specified in its Charter)
Delaware 63-1201350
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(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
17 North 20th Street
Birmingham, Alabama 35203
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(Address of Principal Executive Offices) (Zip Code)
If this Form relates to the If this Form relates to the
registration of a class of debt registration of a class of debt
securities and is effective upon securities and is to become
filing pursuant to General effective simultaneously with
Instruction A(c)(1) please check the effectiveness of a concurrent
the following box. [ ] 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
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None None
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.001 per share
(Title of class)
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The class of securities to be registered hereby is Common Stock, par
value $.001 per share of The Banc Corporation, a registered bank holding
company incorporated under the laws of Delaware.
For a description of the Common Stock, reference is hereby made to
Amendment No. 3 to the Registrant's Registration Statement on Form S-4 of The
Banc Corporation, as amended (Registration No. 333-58493), filed with the
Securities and Exchange Commission, on October 9, 1998, and particularly to the
description of the Registrant's Common Stock, par value $.001 per share, set
forth under the caption "Description of Capital Stock of the Corporation"
beginning on page 413 thereof. Such Amendment No. 3 to the Registration
Statement is hereby incorporated by reference herein.
ITEM 2. EXHIBITS
1. Form of Restated Certificate of Incorporation (incorporated on Form
S-4 by reference to Exhibit (3)-1, contained in the Registrant's Registration
Statement filed with the Commission on October 9, 1998 (333-58493) (the
"Registration Statement").
2. Form of Bylaws (incorporated on Form S-4 by reference to Exhibit
(3)-2, contained in the Registrant's Registration Statement filed with the
Commission on October 9, 1998 (333-58493) (the "Registration Statement").
3. Form of specimen certificate for Common Stock.
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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.
Dated: October 30, 1998
THE BANC CORPORATION
By /s/ James A. Taylor, Jr.
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Executive Vice President and
General Counsel
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Exhibit 3
C-0 Incorporated under the laws of the State of Delaware
THE BANC CORPORATION
See Reverse for
Certain Definitions
PAR VALUE $.001 COMMON STOCK
THIS IS TO CERTIFY THAT SPECIMEN IS THE OWNER OF
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Fully Paid and Non-Assessable Shares of Par Value $.001 Common Stock of
The Banc Corporation
transferable only on the books of the Corporation by the holder thereof in
person or by a duly authorized Attorney upon surrender of this Certificate
properly endorsed.
WITNESS, the seal of the Corporation and the signatures of its duly authorized
officers.
DATED
[SEAL]