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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-A
REGISTRATION STATEMENT
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(B) OR (G) OF THE
SECURITIES EXCHANGE ACT OF 1934
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RIVA BANCSHARES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 58-2398959
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
13004 STARBUCK ROAD
ST. LOUIS, MISSOURI 63141
TELEPHONE: (314) 514-8491
(Address, including zip code, of principal executive offices)
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IF THIS FORM RELATES TO THE REGISTRATION OF A CLASS OF DEBT SECURITIES AND IS
EFFECTIVE UPON FILING PURSUANT TO GENERAL INSTRUCTION A.(C)(1), PLEASE CHECK
THE FOLLOWING BOX. [ ]
IF THIS FORM RELATES TO THE REGISTRATION OF A CLASS OF DEBT SECURITIES AND IS
TO BECOME EFFECTIVE SIMULTANEOUSLY WITH THE EFFECTIVENESS OF A CONCURRENT
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PURSUANT TO GENERAL
INSTRUCTION A.(C)(2), PLEASE CHECK THE FOLLOWING BOX. [ ]
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:
333-78113
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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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None None
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
Title of class
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Common Stock, $.01 par value per share
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
The description of the Common Stock, $.01 par value per share,
included under the caption "Description of Capital Stock" in the Preliminary
Prospectus dated July 30, 1999 contained in the Registration Statement on Form
S-1 of the Registrant (File No. 333-78113) first filed with the Securities and
Exchange Commission (the "Commission") on May 7, 1999, as amended, is hereby
incorporated by reference. In addition, the description of the Common Stock,
$.01 par value per share, included under the caption "Description of Capital
Stock" in any Prospectus relating to such Registration Statement filed with the
Commission by the Registrant pursuant to any amendment of such Registration
Statement or pursuant to Rule 424(b) under the Securities Act of 1933, as
amended, shall be deemed to be incorporated by reference.
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ITEM 2. EXHIBITS
EXHIBIT NO. DESCRIPTION
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3.1* Certificate of Incorporation of the Company, as amended
3.1.1* Certificate of Designations, Preferences and Rights of Series A
Preferred Stock of the Company
3.1.2* Certificate of Amendment No. 1 to the Company's Certificate of
Incorporation
3.1.3* Certificate of Amendment No. 2 to the Company's Certificate of
Incorporation
3.1.4* Form of Amended and Restated Certificate of Incorporation
3.2* By-Laws of the Company, as amended
3.2.1* Amended and Restated By-Laws of the Company
4.1* Form of certificate representing shares of Common Stock of Riva
Bancshares, Inc.
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* Incorporated by reference to the respective exhibit to the
Registration Statement on Form S-1 (File No. 333-78113) of Riva
Bancshares, Inc., previously filed with the Commission.
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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, thereunto duly authorized.
RIVA BANCSHARES, INC.
By: /s/ Richard C. Jensen
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Richard C. Jensen
Its: Chairman, President and Chief Executive Officer
Date: August 16, 1999
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