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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 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
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LAKELAND
FINANCIAL CORPORATION LAKELAND CAPITAL TRUST
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(Exact name of registrant (Exact name of registrant
as specified in its charter) as specified in its charter)
Indiana Delaware
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(State of Incorporation (State of Incorporation
or Organization) or Organization)
35-1559596 35-2021126
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(IRS Employer (IRS Employer
Identification Number) Identification Number)
c/o Lakeland Financial Corporation
202 East Center Street,
202 East Center Street, P.O. Box 1387 P.O. Box 1387
Warsaw, Indiana 46581-1387 Warsaw, Indiana 46581-1397
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(Address of Principal (Address of Principal
Executive Offices) Executive Offices)
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:
Name of each exchange
Title of each class on which each class
to be so registered is to be registered
None. Not Applicable.
Securities to be registered pursuant to Section 12(g) of the Act:
% Cumulative Trust Preferred Securities
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(and the Guarantee with respect thereto)
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(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
For a full description of the % Cumulative Trust Preferred
Securities (the "Preferred Securities") issued by Lakeland Capital Trust, a
Delaware statutory business trust (the "Trust"), and the guarantee with
respect to the Preferred Securities issued by Lakeland Financial Corporation,
an Indiana corporation (the "Company"), both of which are being registered
hereby, reference is made to the information contained under the captions
"Description of the Preferred Securities," "Description of the Subordinated
Debentures," and "Description of the Guarantee" in the Prospectus that forms
part of the Registration Statement (Registration Nos. 333-32679 and
333-32679-01) (the "Registration Statement") filed by the Company and the
Trust with the Securities and Exchange Commission ("SEC") on August 1, 1997,
under the Securities Act of 1933, as amended (the "Act"). The information
contained in the Registration Statement and the Prospectus are incorporated
herein by reference. Definitive copies of the Prospectus describing the
Preferred Securities will be filed pursuant to Rule 430A or pursuant to an
amendment to the Registration Statement under the Act and shall be deemed
incorporated by reference into this Registration Statement on Form 8-A.
ITEM 2. EXHIBITS
2.1 Certificate of Trust of Lakeland Capital Trust.
Incorporated by reference to Exhibit 4.3 to the
Registration Statement.
2.2(a) Trust Agreement of Lakeland Capital Trust. Incorporated by
reference to Exhibit 4.4 to the Registration Statement.
2.2(b) Form of Amended and Restated Trust Agreement of Lakeland
Capital Trust. Incorporated by reference to Exhibit 4.5
to the Registration Statement.
2.3 Form of Preferred Security Certificate of Lakeland Capital
Trust. Incorporated by reference to Exhibit 4.6 to the
Registration Statement (included as an exhibit to
Exhibit 4.5 to the Registration Statement).
2.4 Form of Preferred Securities Guarantee Agreement for
Lakeland Capital Trust. Incorporated by reference to
Exhibit 4.7 to the Registration Statement.
2.5 Form of Indenture between Lakeland Financial Corporation
and State Street Bank and Trust Company, as Trustee.
Incorporated by reference to Exhibit 4.1 to the
Registration Statement.
2.6 Form of Subordinated Debenture. Incorporated by reference
to Exhibit 4.2 to the Registration Statement (included as
an exhibit to Exhibit 4.1 to the Registration Statement).
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SIGNATURES
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, thereunto duly
authorized.
Dated: August 4, 1997
LAKELAND FINANCIAL LAKELAND CAPITAL TRUST
CORPORATION
By: /s/ R. Douglas Grant By: /s/ R. Douglas Grant
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R. Douglas Grant R. Douglas Grant
President Trustee
