INDIAN VILLAGE BANCORP INC
8-A12G, 1999-05-04
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 (G) OF THE
                        SECURITIES EXCHANGE ACT OF 1934



                         INDIAN VILLAGE BANCORP, INC.
                         ----------------------------
            (Exact name of registrant as specified in its charter)



PENNSYLVANIA                                   34-1891199
- ------------                                   ----------
(state of incorporation or organization)       (IRS Employer Identification No.)


100 South Walnut Street, Gnadenhutten, Ohio    44629
- -------------------------------------------    -----
(Address of principal executive offices)       (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: 333-74621.
         ---------

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

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



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

      Incorporated by reference to the portion of the Prospectus under the
heading "Description of Capital Stock of Indian Village Bancorp," filed on March
18, 1999 as part of the Registrant's Registration Statement on Form SB-2, No.
333-74621.

ITEM 2.     EXHIBITS.

      1.    Copies of all constituent instruments defining the rights of all the
            holders of each class of such securities, including any contracts or
            other documents which limit or qualify the rights of such holders.

            (a)   Certificate of Incorporation

                  Incorporated by reference to Exhibit 3.1 to Registrant's
                  Registration Statement  on Form  SB-2, No. 333-74621, filed on
                  March 18, 1999.

            (b)   Bylaws

                  Incorporated by reference to Exhibit 3.2 to Registrant's
                  Registration  Statement on  Form SB-2, No. 333-74621, filed on
                  March 18, 1999.

            (c)   Plan of Conversion

                  Incorporated by reference to Exhibit 2.1 to Registrant's
                  Registration  Statement on  Form SB-2, No. 333-74621, filed on
                  March 18, 1999.





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      Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, as amended, the Registrant has duly caused this Registration Statement
to be signed on its behalf by the undersigned, thereto duly authorized.


                                    INDIAN VILLAGE BANCORP, INC.             
                                    ---------------------------------------
                                    (Registrant)


                                    Date: May 4, 1999


                                    By:   /s/ Marty R. Lindon
                                          -------------------------------
                                          Marty R. Lindon
                                          President, Chief Executive Officer
                                          and Director



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