COHOES BANCORP INC
8-A12G, 1998-11-04
SAVINGS INSTITUTIONS, NOT 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 (g) OF THE
                         SECURITIES EXCHANGE ACT OF 1934




                              Cohoes Bancorp, Inc.
             (Exact name of registrant as specified in its charter)



             Delaware                                         14-1807865
(State of incorporation or organization)                  (I.R.S. Employer
                                                          Identification No.)


75 Remsen Street, Cohoes, New York                               12047
(Address of principal executive offices)                       (Zip Code)


       Securities to be registered pursuant to Section 12(b) of the Act.

                                      None
                                (Title of Class)


       Securities to be registered pursuant to Section 12(g) of the Act:

                      Common Stock par value $.01 per share
                                (Title of Class)



<PAGE>



Item 1.  Description of Registrant's Securities to be Registered.

         For a description of the Registrant's securities,  reference is made to
"Description of Capital Stock of the Holding  Company",  "Dividends" and "Market
for Common  Stock" in the  Registrant's  Pre-Effective  Amendment No. One to the
Registration Statement on Form S-1 (Registration Number 333-63539) dated October
30, 1998 which is hereby  incorporated  by reference.  For a description  of the
provisions of the Registrant's  Certificate of Incorporation and Bylaws that may
render a change in control of the Registrant more  difficult,  reference is made
to  "Restrictions  on  Acquisitions  of the Holding Company and the Bank" in the
Registrant's  Pre-Effective  Amendment No. One to the Registration  Statement on
Form S-1 referenced above.


Item 2.  Exhibits.

         1.       Pre-Effective  Amendment No. One to the Registration Statement
                  on Form S-1 (Registration  Number 333-63539) dated October 30,
                  1998 is hereby incorporated by reference.

         2.       Certificate  of   Incorporation,   filed  as  Exhibit  3.1  to
                  Registration   Statement  on  Form  S-1  (Registration  Number
                  333-63539) dated September 16, 1998 is hereby  incorporated by
                  reference.

         3.       Bylaws, filed as Exhibit 3.2 to Registration Statement on Form
                  S-1  (Registration  Number 333-63539) dated September 16, 1998
                  is hereby incorporated by reference.

         4.       Specimen Stock Certificate, filed as Exhibit 4 to Registration
                  Statement on Form S-1  (Registration  Number  333-63539) dated
                  September 16, 1998 is hereby incorporated by reference.




<PAGE>


                                    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.


                                        COHOES BANCORP, INC.




Date: November 4, 1998                 By:/s/ Harry L. Robinson
     ------------------                   ---------------------
                                          Harry L. Robinson, President and
                                          Chief Executive Officer



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