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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-A
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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PROTECTIVE LIFE CORPORATION PLC CAPITAL TRUST I
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(Exact name of registrant as specified in its charter) (Exact name of registrant as specified in Trust Agreements)
DELAWARE DELAWARE
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(State of incorporation or organization of registrant) (State of incorporation or organization of each registrant)
95-2492236 72-6178732
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(I.R.S. Employer Identification No.) (I.R.S. Employer Identification No.)
C/O DEBORAH J. LONG, ESQ.
SENIOR VICE PRESIDENT, SECRETARY & GENERAL COUNSEL
PROTECTIVE LIFE CORPORATION
2801 HIGHWAY 280 SOUTH
BIRMINGHAM, ALABAMA
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(Address of principal executive offices of each registrant)
35223
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(Zip Code)
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Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class to be registered Name of each exchange on which each
class is to be registered
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Trust Originated Preferred Securities New York Stock Exchange
("TOPrS-SM-"), to be issued by PLC
Capital Trust I and the Preferred
Securities Guarantee by Protective Life
Corporation with respect thereto
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. [ ]
Securities to be registered pursuant to Section 12(g) of the Act: None
Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
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The Trust Originated Preferred Securities (the "Preferred Securities")
of PLC Capital Trust I ("PLC Capital"), guaranteed by Protective Life
Corporation to the extent set forth in the form of Preferred Securities
Guarantee (the "Preferred Securities Guarantee") of Protective Life Corporation
(the "Company"), represent undivided beneficial interests in the assets of PLC
Capital. Incorporated herein by reference are the descriptions of the Preferred
Securities and the Preferred Securities Guarantee set forth under the captions
"Description of Preferred Securities" and "Description of the Preferred
Securities Guarantee" in the Company's and PLC Capital's Registration Statement
on Form S-3 (Registration No. 333-25027), filed with the Securities and Exchange
Commission on April 11, 1997, as amended.
Item 2. EXHIBITS.
1.01 Registration Statement on Form S-3 (Registration No. 333-25027)
filed with the Securities and Exchange Commission on April 11,
1997 by Protective Life Corporation and PLC Capital Trust I, as
amended (the "Registration Statement"), is incorporated herein
by reference.
4.01 Subordinated Indenture, dated as of June 1, 1994, between
Protective Life Corporation and AmSouth Bank of Alabama (as
successor by conversion of charter to AmSouth Bank N.A.), as
Trustee (incorporated by reference to Exhibit 4(h) to
Protective Life Corporation's Current Report on Form 8-K filed
June 17, 1994).
4.02 Supplemental Indenture No. 1, dated as of June 9, 1994, to the
Subordinated Indenture between Protective Life Corporation and
AmSouth Bank of Alabama (as successor by conversion of charter
to AmSouth Bank N.A.), as Trustee (incorporated by reference to
Exhibit 4(h)(1) to Protective Life Corporation's Current Report
on Form 8-K filed June 17, 1994).
4.03 Supplemental Indenture No. 2, dated as of August 1, 1994, to
the Subordinated Indenture between Protective Life Corporation
and AmSouth Bank of Alabama (as successor by conversion of
charter to AmSouth Bank N.A.), as Trustee (incorporated by
reference to Exhibit 4(l) to Protective Life Corporation's
Registration Statement on Form S-3 (Registration No.
33-55063)).
4.04 Form of Supplemental Indenture No. 3 to the Subordinated
Indenture between Protective Life Corporation and AmSouth Bank
of Alabama as Trustee (incorporated herein by reference to
Exhibit 4(g) to the Registration Statement).
4.05 Declaration of Trust of PLC Capital Trust I (incorporated
herein by reference to Exhibit 4(b) to the Registration
Statement).
4.06 Form of Amended and Restated Declaration of Trust of PLC
Capital Trust I (incorporated herein by reference to Exhibit
4(c) to the Registration Statement).
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4.07 Form of Guarantee, with respect to Preferred Securities issued
by PLC Capital Trust I (incorporated herein by reference to
Exhibit 4(i) to the Registration Statement).
4.08 Form of Preferred Security Certificate for PLC Capital Trust I
(incorporated herein by reference to Exhibit 4(h) to the
Registration Statement).
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the Registrants have duly caused this Registration Statement to be
signed on their behalf by the undersigned, thereto duly authorized.
PROTECTIVE LIFE CORPORATION
By: /s/ Deborah J. Long
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Deborah J. Long
Senior Vice President, Secretary
and General Counsel
PLC CAPITAL TRUST I
By: /s/ Jerry W. DeFoor
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Jerry W. DeFoor
Regular Trustee
Dated: April 21, 1997
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