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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ORION CAPITAL CORPORATION ORION CAPITAL TRUST I
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(Exact name of registrant as (Exact name of registrant as
specified in its charter) specified in its charter)
Delaware Delaware
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(State of Incorporation or (State of Incorporation or
Organization) Organization)
95-6069054 Applied For
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(IRS Employer Identification (IRS Employer Identification
Number) Number)
600 Fifth Avenue 600 Fifth Avenue
New York, New York 10020-2302 New York, New York 10020-2302
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(Address of Principal (Address of Principal
Executive Offices) Executive Offices)
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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.
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:
8.73% Capital Securities
(and the Guarantee with respect thereto)
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(Title of Class)
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE
REGISTERED
For a full description of the 8.73% Capital Securities (the
"Capital Securities") issued by Orion Capital Trust I, a
Delaware statutory business trust (the "Trust") and the
guarantee with respect to the Capital Securities by Orion
Capital Corporation, a Delaware corporation (the "Company"),
both of which are being registered hereby, reference is made
to the information contained under the captions "Description
of the Exchange Securities -- Description of Exchange
Capital Securities," "Description of Exchange Securities --
Description of Junior Subordinated Debentures," and
"Description of Exchange Securities -- Description of
Exchange Guarantee," in the Prospectus that forms part of
the Registration Statement (Registration Nos. 333-21205 and
333-21205-01) (the "Registration Statement") filed by the
Company and the Trust with the Securities and Exchange
Commission ("SEC") on February 5, 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.
ITEM 2. EXHIBITS
2.1 Certificate of Trust of Orion Capital Trust I.
Incorporated by reference to Exhibit 4.3 to the
Registration Statement.
2.2 Declaration of Trust of Orion Capital Trust I.
Incorporated by reference to Exhibit 4.4 to the
Registration Statement.
2.3 Amended and Restated Declaration of Trust of Orion
Capital Trust I. Incorporated by reference to Exhibit
4.5 to the Registration Statement.
2.4 Form of Exchange Capital Security Certificate of Orion
Capital Trust I. Incorporated by reference to Exhibit
4.6 to the Registration Statement.
2.5 Form of Exchange Capital Securities Guarantee Agreement
for Orion Capital Trust I. Incorporated by reference
to Exhibit 4.7 of the Registration Statement.
2.6 Indenture between Orion Capital Corporation and The
Bank of New York. Incorporated by reference to Exhibit
4.1 to the Registration Statement.
2.7 Form of Exchange Junior Subordinated Debenture.
Incorporated by reference to Exhibit 4.2 to the
Registration Statement.
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: June 17, 1997
ORION CAPITAL CORPORATION ORION CAPITAL TRUST I
By:/s/ Michael P. Maloney By:/s/ Michael P. Maloney
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Michael P. Maloney Michael P. Maloney
Senior Vice President, Administrative General
Counsel and Secretary
