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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 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
SILICON VALLEY BANCSHARES SVB CAPITAL I
(Exact Name of Registrant as Specified (Exact Name of Registrant as
in its Charter) Specified in its Charter)
CALIFORNIA DELAWARE
(State of Incorporation or Organization) (State of Incorporation or
Organization)
94-2856336 [APPLIED FOR]
(I.R.S. Employer Identification Number) (I.R.S. Employer Identification
Number)
3003 TASMAN DRIVE 3003 TASMAN DRIVE
SANTA CLARA, CA 95054 SANTA CLARA, CA 95054
(Address of Principal Executive (Address of Principal Executive
Offices) Offices)
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), please 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), please check the following box [X]
Securities Act Registration Statement File Number to which this Form relates:
333-51665
(If applicable)
Securities to be registered pursuant to Section 12(b) of the Act: None
Securities to be registered pursuant to Section 12(g) of the Act:
__% Cumulative Trust Preferred Securities of SVB Capital I
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INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANTS' SECURITIES TO BE REGISTERED.
For the full description of SVB Capital I's Cumulative Trust Preferred
Securities (the "Trust Preferred Securities"), reference is made to the
information contained under the captions "Description of the Trust Preferred
Securities," "Description of Junior Subordinated Debentures," "Description of
Guarantee" and "Relationship among the Trust Preferred Securities, the Junior
Subordinated Debentures and the Guarantee" in the Prospectus that forms part
of the Registrants' Registration Statement on Form S-3, Registration
No.333-51665 (as amended, the "Registration Statement"), filed with the
Securities and Exchange Commission pursuant to the Securities Act of 1933, as
amended (the"Securities Act"). The information contained in the Registration
Statement and the Prospectus describing the Trust Preferred Securities will
be filed pursuant to Rule 424(b) or pursuant to an amendment to the
Registration Statement under the Securities Act and shall be incorporated by
reference into this Registration Statement on Form 8-A.
ITEM 2. EXHIBITS.
2.1 Certificate of Trust of SVB Capital I (incorporated by reference from
Exhibit 4.4 of the Registration Statement).
2.2 Trust Agreement of SVB Capital I (incorporated by reference from Exhibit
4.5 to the Registration Statement).
2.2.1 Form of Amended and Restated Trust Agreement of SVB Capital I
(incorporated by reference from Exhibit 4.6 to the Registration
Statement).
2.3 Form of Trust Preferred Certificate of SVB Capital I (incorporated by
reference from Exhibit 4.7 to the Registration Statement).
2.4 Form of Guarantee Agreement (incorporated by reference from Exhibit 4.8
to the Registration Statement).
2.5 Form of Subordinated Indenture (incorporated by reference from Exhibit
4.2 to the Registration Statement).
2.6 Form of Junior Subordinated Debenture (incorporated by reference from
Exhibit 4.3 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.
Dated: May 12, 1998
SILICON VALLEY BANCSHARES SVB CAPITAL I
By: /s/ BARBARA B. KAMM By: /s/ BARBARA B. KAMM
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Barbara B. Kamm, Executive Barbara B. Kamm,
Vice President and Acting Chief Administrative Trustee
Financial Officer
By: /s/ CHRISTOPHER T. LUTES
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Christopher T. Lutes,
Administrative Trustee
By: /s/ DAVID JAQUES
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David Jaques,
Administrative Trustee
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