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FORM 8-A/A
AMENDMENT NO. 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
OLD REPUBLIC INTERNATIONAL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 36-2678171
(State of incorporation or organization) (I.R.S. Employer Identification No.)
307 North Michigan Avenue
Chicago, Illinois 60601
(Address of principal executive offices)
Securities to be registered pursuant to Section 12(b) of the Act:
Name of each exchange on which
Title of each class to be so registered each class is to be registered
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7% Debentures Due June 15, 2007 New York Stock Exchange, Inc.
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. [X]
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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Item 1. Description of Registrant's Securities to be Registered.
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A description of the Registrant's 7% Debentures due June 15,
2007 (the "Debentures") to be registered hereby is contained on
pages 16 through 22, inclusive, of the Prospectus dated August 18,
1992 and pages S-5 through S-7, inclusive, of the Prospectus
Supplement dated June 18, 1997 which is filed with the Commission
as part of the Registrant's Registration Statement on Form S-3,
No. 33-49064, as amended, and such description is incorporated
herein by this reference.
Item 2. Exhibits.
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No. Document
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4.1 Restated Certificate of Incorporation, as amended, of
the Registrant, which was filed as Exhibit 3A to
the Registrant's Annual Report on Form 10-K for 1995,
and is incorporated herein by this reference.
4.2 Form of Indenture between the Registrant and
Wilmington Trust Company as trustee relating to the
Debentures, which was filed with the Commission as
Exhibit 4.2 to the Registrant's Registration
Statement on Form S-3, No. 33-49064, and is
incorporated herein by this reference.
4.3 Form of Supplemental Indenture No. 1 between
the Registrant and Wilmington Trust Company as trustee
relating to the Debentures (previously filed).
4.4 Form of Debenture (previously filed).
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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, thereunto duly authorized, this 18th
day of June, 1997.
OLD REPUBLIC INTERNATIONAL
CORPORATION
By: /s/ Paul D. Adams
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Paul D. Adams
Senior Vice President and
Chief Financial Officer