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
BANK ONE Capital I
BANK ONE CORPORATION
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(Exact name of registrant as specified in their charter)
Delaware APPLIED FOR
Delaware 31-0738296
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(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
BANK ONE CORPORATION
One First National Plaza
Chicago, Illinois 60670
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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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8.000% Preferred Securities New York Stock Exchange
issued by BANK ONE
Capital I (and the
Guarantee by BANK
ONE CORPORATION
with respect thereto)
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), please 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), please check the following box [ ].
Securities to be registered pursuant to Section 12(g) of the Act:
None
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(Title of Class)
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
The class of securities to be registered hereby consist of the
8.000% Preferred Securities (the "Preferred Securities"), representing
undivided beneficial interests in the assets of BANK ONE Capital I, a
statutory business trust created under the laws of the State of Delaware
(the "Trust") together with the Preferred Securities Guarantee (the
"Guarantee") by BANK ONE CORPORATION (the "Company"), a Delaware
corporation, in favor of the holders of the Preferred Securities.
For a description of the Preferred Securities, reference is
made to the information set forth in the prospectus dated September 7,
1999, under the heading "Description of the Preferred Securities" and
"Description of Preferred Securities Guarantees" in the Registration
Statement on Form S-3 (Registration No. 333-80903 (the "Registration
Statement") filed with the Securities and Exchange Commission (the
"Commission") on September 8, 1999 pursuant to Rule 424(b) under the
Securities Act of 1933, as amended (the "Act") and the information set
forth in the prospectus supplement dated September 13, 1999 under the
headings "Description of the Preferred Securities," "Description of
Guarantee" and " Effect of Obligations Under the Junior Subordinated Debt
Securities and the Preferred Securities Guarantee" filed with the
Commission pursuant to Rule 424(b) on September 15, 1999, which
descriptions are incorporated herein by reference. Definitive copies of the
prospectus and the prospectus supplement describing the terms of the
Preferred Securities have been filed pursuant to Rule 424(b) under the
Securities Act of 1933, as amended, and are incorporated by reference into
this Registration Statement on Form 8-A.
Item 2. Exhibits.
2.1 Certificate of Trust of BANK ONE Capital I (incorporated herein
by Reference to Exhibit 4.9 to the Registration Statement).
2.2 Amended and Restated Declaration of Trust dated September 20,
1999 used in connection with the issuance of the Preferred
Securities (incorporated herein by reference to Exhibit 4.26 to
the Company's Current Report on Form 8-K dated September 20,
1999).
2.3 Indenture for Junior Subordinated Debt Securities, between the
Company and The Chase Manhattan Bank, as Trustee (the
"Indenture") (incorporated herein by reference to Exhibit 4(d)
to the First Chicago NBD Corporation's Registration Statement
on Form S-3 (File No. 333-15649)).
2.4 Third Supplemental Indenture to the Indenture, dated as of
September 20, 1999 (incorporated herein by reference to Exhibit
4.25 to the Company's Current Report on Form 8-K dated
September 20, 1999).
2.5 Form of Preferred Security (included in Exhibit 2.2).
2.6 Preferred Securities Guarantee Agreement, dated as of September
20, 1999 (incorporated herein by reference to Exhibit 4.27 to
the Company's Current Report on Form 8-K dated September 20,
1999).
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the Registrants have duly caused this registration
statement to be signed on their behalf by the undersigned, thereto duly
authorized.
BANK ONE CAPITAL I
By /s/ Robert A. Rosholt
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Name: Robert A. Rosholt
Title: Regular Trustee
By /s/ M. Eileen Kennedy
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Name: M. Eileen Kennedy
Title: Regular Trustee
By /s/ Laurence Goldman
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Name: Laurence Goldman
Title: Regular Trustee
BANK ONE CORPORATION,
Sponsor of the registrant and
Guarantor under the Preferred
Securities Guarantee
By /s/ M. Eileen Kennedy
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Name: M. Eileen Kennedy
Title: Treasurer
Dated: September 23, 1999
