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
Independent Bankshares, Inc. Independent Capital Trust
(Exact name of registrant (Exact name of registrant as
as specified in Charter) specified in its Certificate of Trust)
Texas Delaware
(State of incorporation (State of incorporation
or organization) or organization)
75-1717279 75-2775055
(I.R.S. Employer (I.R.S. Employer
Identification No.) Identification No.)
547 Chestnut Street c/o Independent Bankshares, Inc.
Abilene, Texas 547 Chestnut Street
(Address of Principal Abilene, Texas
Executive Offices) (Address of Principal
Executive offices)
79602 79602
(Zip Code) (Zip Code)
Securities to be registered pursuant to Section 12(b) of that Act:
Title of class to be registered: Name of exchange on which
class is to be registered:
Trust Preferred Securities of
Independent Capital Trust (and
the Guarantee of Independent
Bankshares, Inc. with respect
thereto) American Stock Exchange, Inc.
- ------------------------------- ------------------------------
If this Form relates to the registration of a class of securities
pursuant to Section 12(b) of the Exchange Act and is effective
upon filing pursuant to General Instruction A.(c), 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), check the following
box. [ ]
Securities Act registration statement file number to which this
Form relates: 333-60649 and 333-60649-01.
Securities to be registered pursuant to Section 12(g) of the Act:
None.
<PAGE>
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrants' Securities to be
Registered.
The descriptions set forth under the captions "Description
of the Preferred Securities," "Description of the Subordinated
Debentures," "Description of the Guarantee" and "Relationship
Among the Preferred Securities, the Subordinated Debentures and
the Guarantee" in the form of prospectus to be filed with the
Securities and Exchange Commission by Independent Bankshares,
Inc. and Independent Capital Trust pursuant to Rule 424(b) under
the Securities Act of 1933, as amended, shall be deemed to be
incorporated by reference herein.
Item 2. Exhibits.
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4.1 Form of Indenture of the Company relating to the
Subordinated Debentures (incorporated by reference to
Exhibit 4.2 to the Registrants' Registration Statement
on Form S-2, Reg. Nos. 333-60649 and 333-60649-01 (the
"Registration Statement")).
4.2 Form of Subordinated Debenture of the Company
(incorporated by reference to Exhibit 4.3 to the
Registrants' Registration Statement).
4.3 Certificate of Trust of Independent Capital Trust
(incorporated by reference to Exhibit 4.4 to the
Registrants' Registration Statement).
4.4 Declaration of Trust of Independent Capital Trust
(incorporated by reference to Exhibit 4.5 to the
Registrants' Registration Statement).
4.5 Form of Amended and Restated Trust Agreement
(incorporated by reference to Exhibit 4.6 to the
Registrants' Registration Statement).
4.6 Form of Preferred Security Certificate
(incorporated by reference to Exhibit 4.7 to the
Registrants' Registration Statement).
4.7 Form of Preferred Securities Guarantee Agreement
(incorporated by reference to Exhibit 4.8 to the
Registrants' Registration Statement).
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, as amended, the Registrants have duly
caused this registration statement to be signed on their behalf
by the undersigned, thereto duly authorized.
Dated: September 11, 1998
INDEPENDENT BANKSHARES, INC.
By: /s/ RANDAL N. CROSSWHITE
--------------------------------
Randal N. Crosswhite
Senior Vice President, Chief
Financial Officer and Corporate
Secretary
INDEPENDENT CAPITAL TRUST
By: /s/ RANDAL N. CROSSWHITE
--------------------------------
Randal N. Crosswhite
Administrative Trustee
<PAGE>
INDEX TO EXHIBITS
Exhibit
Number Exhibit
- ----- -------
4.1 Form of Indenture of the Company relating to the
Subordinated Debentures (incorporated by reference to
Exhibit 4.2 to the Registrants' Registration Statement
on Form S-2, Reg. Nos. 333-60649 and 333-60649-01 (the
"Registration Statement")).
4.2 Form of Subordinated Debenture of the Company
(incorporated by reference to Exhibit 4.3 to the
Registrants' Registration Statement).
4.3 Certificate of Trust of Independent Capital Trust
(incorporated by reference to Exhibit 4.4 to the
Registrants' Registration Statement).
4.4 Declaration of Trust of Independent Capital Trust
(incorporated by reference to Exhibit 4.5 to the
Registrants' Registration Statement).
4.5 Form of Amended and Restated Trust Agreement
(incorporated by reference to Exhibit 4.6 to the
Registrants' Registration Statement).
4.6 Form of Preferred Security Certificate
(incorporated by reference to Exhibit 4.7 to the
Registrants' Registration Statement).
4.7 Form of Preferred Securities Guarantee Agreement
(incorporated by reference to Exhibit 4.8 to the
Registrants' Registration Statement).
