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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
NAB Exchangeable Preferred Trust*
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Delaware 51-0383680
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(STATE OF INCORPORATION OR ORGANIZATION) (IRS EMPLOYER IDENTIFICATION NO.)
c/o Puglisi & Associates 19715
850 Library Avenue -----
Suite 204 (ZIP CODE)
Newark, Delaware
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
NAME OF EACH EXCHANGE ON WHICH
TITLE OF EACH CLASS TO BE SO REGISTERED EACH CLASS IS TO BE REGISTERED
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Trust Units Exchangeable for New York Stock Exchange, Inc.
Preference Shares-SM- ("TrUEPrs-SM-")
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* Formerly XYZ Exchangeable Preferred Trust
- -SM- Service mark of Merrill Lynch & Co., Inc.
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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. /X/
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. / /
Securities Act registration statement file number to which this form
relates: 333-60719 (if applicable).
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SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
None.
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The section captioned "Description of the TrUEPrS" in the Registrant's
preliminary prospectus forming a part of the Registrant's Registration
Statement on Form N-2 (File Nos. 333-60719 and 811-08939), as amended by
Pre-Effective Amendment No. 1 and as further amended by Pre-Effective
Amendment No. 2 (the "Registration Statement"), is incorporated herein by
reference.
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ITEM 2. EXHIBITS.
The following exhibits are incorporated by reference in this
Registration Statement.
99(a) Trust Agreement of XYZ Exchangeable Preferred Trust.*
99(b) Form of Amended and Restated Trust Agreement, by and between ML
IBK Positions, Inc., the Trustees of NAB Exchangeable Preferred
Trust, the Depositor and the Holders (as defined therein).*
99(c) Certificate of Trust.*
99(d) Restated Certificate of Trust.*
99(e) Form of Specimen certificate for TrUEPrs (included in Exhibit
99(b)).*
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* Incorporated herein by reference to the Registrant's Registration
Statement on Form N-2 (File Nos. 333-60719 and 811-08939).
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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.
NAB Exchangeable Preferred Trust
(Registrant)
By: /s/ Donald J. Puglisi
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Donald J. Puglisi
Managing Trustee
September 24, 1998
