RFS BANCORP INC
8-A12G, 1998-11-09
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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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 12(g) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                                RFS BANCORP, INC.
             (Exact name of registrant as specified in its charter)

                U.S.A.                               APPLICATION PENDING
(State of incorporation or organization)    (I.R.S. Employer Identification No.)

                                  310 BROADWAY
                           REVERE, MASSACHUSETTS 02151
                                 (781) 284-7777
          (Address of principal executive offices, including zip code)

                               -------------------

     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), check the following box. [X]

     Securities  Act  registration  statement  file  number  to which  this form
relates: 333-63083 (if applicable)

        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
- -------------------                               ------------------------------
       NONE                                               NOT APPLICABLE

        SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:

                     COMMON STOCK, $.01 PAR VALUE PER SHARE
                                (Title of Class)

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<PAGE>


ITEM 1.  DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.

     For a description of the shares of common stock,  $.01 par value per share,
of RFS Bancorp, Inc. (the "Registrant") being registered hereunder,  as required
by Item 202 of Regulation  S-B, and in accordance with the Instruction to Item 1
of Form 8-A, see the  following  captions in the  Prospectus  of the  Registrant
filed with the Securities  and Exchange  Commission on September 9, 1998 as part
of the  Registrant's  Registration  Statement on Form SB-2,  No.  333-63083,  as
amended,  which captions are  incorporated  herein by reference:  MUTUAL COMPANY
CONTROL OF STOCK COMPANY AND OTHER  ANTI-TAKEOVER  PROVISIONS;  DIVIDEND POLICY;
THE  REORGANIZATION;   DESCRIPTION  CAPITAL  STOCK;   CERTAIN   RESTRICTIONS  ON
ACQUISITION OF THE BANK.

ITEM 2.  EXHIBITS.

     List below all exhibits filed as part of the registration statement:

2.1*  Plan of Reorganization  from Mutual Savings Bank to Mutual Holding Company
      and Stock Issuance Plan of Revere Federal Savings

3.1*  Federal Stock Charter of RFS Bancorp, Inc.

3.2*  Bylaws of RFS Bancorp, Inc.

4.1*  Draft Stock Certificate of RFS Bancorp, Inc.

*     Incorporated by reference to the  Registration  Statement No. 333-63083 on
      Form SB- 2 of RFS Bancorp,  Inc.  filed with the  Securities  and Exchange
      Commission on September 9, 1998, as amended.


                                    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.

                                        RFS BANCORP, INC.

                                        By: /s/ James J. McCarthy
                                           -------------------------------------
                                           James J. McCarthy
                                           President and Chief Executive Officer

Dated: November 5, 1998




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