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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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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BOATMEN'S BANCSHARES, INC.
(Exact name of registrant as specified in its charter)
Missouri 43-0672260
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(State of incorporation or organization) (IRS Employer I.D. No.)
One Boatmen's Plaza, 800 Market Street, St. Louis, Missouri 63101
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(Address of principal executive offices) (Zip Code)
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. / /
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Securities to be registered pursuant to Section 12(b) of the Act:
<CAPTION>
Name of each on
Title of each class which registered
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<S> <C>
None None
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Securities to be registered pursuant to Section 12(g) of the Act:
Depositary Shares, each representing 1/16th interest in a share
of 7% Cumulative Convertible Preferred Stock, Series A, stated
value $100 per share, liquidation preference of $400 per share
(equivalent to $25 per Depositary Share) plus accrued and
unpaid dividends.
(Title of Class)
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The information set forth under the captions "DESCRIPTION OF
BOATMEN'S CAPITAL STOCK -- Boatmen's Common," " -- Boatmen's New
Preferred Depositary Shares" and " -- Boatmen's New Preferred"
included in the Joint Proxy Statement/Prospectus which forms part
of the Form S-4 Registration Statement No. 33-64087 (the "Form
S-4") originally filed with the Securities and Exchange Commission on
November 8, 1995, and amended on November 9, 1995, is incorporated
herein by reference.
ITEM 2. EXHIBITS.
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The following exhibits, each of which has been previously
filed as an exhibit to the Form S-4, are hereby incorporated by
reference herein pursuant to Rule 12b-32 under the Securities
Exchange Act of 1934, as amended, and filed as part of this
Registration Statement:
<CAPTION>
Exhibit No. Description
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<C> <S>
1 Deposit Agreement, dated as of February 24,
1992, among Fourth Financial Corporation,
BANK IV Kansas, National Association (n/k/a
BANK IV, National Association) and the holders
from time to time of Depositary Receipts named
thereunder (Exhibit 4(b) to Form S-4).
2 Form of Assignment and Assumption of and
Amendment #1 to Deposit Agreement among
Boatmen's Bancshares, Inc., Acquisition Sub,
Inc. and Bank IV, National Association
(Exhibit 4(c) to Form S-4).
3 Form of Certificate of Designation for
Boatmen's Bancshares, Inc. 7% Cumulative
Convertible Preferred Stock, Series A, stated
value $100 per share, liquidation preference
$400 per share (Exhibit 4(d) to Form S-4).
4 Form of Stock Certificate for Boatmen's
Bancshares, Inc. 7% Cumulative Convertible
Preferred Stock, Series A, stated value $100
per share, liquidation preference $400 per
share (Exhibit 4(e) to Form S-4).
5 Form of Depositary Receipt evidencing
depositary shares representing the Boatmen's
Bancshares, Inc. 7% Cumulative Convertible
Preferred Stock, Series A, stated value $100
per share, liquidation preference $400 per
share (Exhibit 4(f) to Form S-4).
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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, thereto duly authorized.
BOATMEN'S BANCSHARES, INC.
By: /s/ David L. Foulk
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David L. Foulk
Vice President and Secretary
Dated: January 10, 1996.
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BOATMEN'S BANCSHARES, INC.
FORM 8-A REGISTRATION STATEMENT
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EXHIBIT INDEX
<CAPTION>
Exhibit No. Description
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<C> <S>
1 Deposit Agreement, dated as of February 24, 1992, among
Fourth Financial Corporation, BANK IV Kansas, National
Association (n/k/a BANK IV, National Association) and
the holders from time to time of Depositary Receipts
named thereunder (Exhibit 4(b) to Form S-4).
2 Form of Assignment and Assumption of and Amendment #1 to
Deposit Agreement among Boatmen's Bancshares, Inc.,
Acquisition Sub, Inc. and Bank IV, National Association
(Exhibit 4(c) to Form S-4).
3 Form of Certificate of Designation for Boatmen's
Bancshares, Inc. 7% Cumulative Convertible Preferred
Stock, Series A, stated value $100 per share,
liquidation preference $400 per share (Exhibit 4(d) to
Form S-4).
4 Form of Stock Certificate for Boatmen's Bancshares, Inc.
7% Cumulative Convertible Preferred Stock, Series A,
stated value $100 per share, liquidation preference $400
per share (Exhibit 4(e) to Form S-4).
5 Form of Depositary Receipt evidencing depositary shares
representing the Boatmen's Bancshares, Inc. 7%
Cumulative Convertible Preferred Stock, Series A, stated
value $100 per share, liquidation preference $400 per
share (Exhibit 4(f) to Form S-4).
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