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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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
W.P. Stewart & Co., Ltd.
(Exact Name of Registrant as Specified in Its Charter)
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Bermuda 98-0201080
(State of Incorporation or Organization) (I.R.S. Employer
Identification no.)
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Trinity Hall, 43 Cedar Avenue, P.O. Box HM 2905, Hamilton HM LX, Bermuda
(Address of Principal Executive Offices) (Zip Code)
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If this form relates to the If this form relates to the
registration of a class of securities registration of a class of securities
pursuant to Section 12(b) of the pursuant to Section 12(g) of the
Exchange Act and is effective Exchange Act and is effective
pursuant to General Instruction pursuant to General Instruction
A.(c), please check the following A.(d), please check the following
box. [X] box. [ ]
Securities Act registration statement file number to which this form relates: 333-49420
(If applicable)
Securities to be registered pursuant to Section 12(b) of the Act.
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
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Common Stock, par value $0.001 per share New York Stock Exchange
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Bermuda Stock Exchange
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Securities to be registered pursuant to Section 12(g) of the Act:
None
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(Title of Class)
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Item 1. Securities to be Registered.
Reference is made to the caption "Description of Capital
Stock" contained in Registrant's Registration Statement on Form F-1
(Registration No. 333-49420). The description of Registrant's common stock
included in such Registration Statement and which will be included in the form
of prospectus to be subsequently filed by the Registrant pursuant to Rule 424(b)
under the Securities Act are hereby incorporated by reference.
Item 2. Exhibits.
(a) The form of stock certificate is filed as an exhibit
to this Form 8-A.
(b) The Registrant hereby incorporates by reference its
Memorandum of Association and Bye-laws filed as Exhibits 3.1 and 3.2,
respectively, to the Registrant's Registration Statement on Form F-1
(Registration No. 333-49420).
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities and Exchange Act of
1934, the Registrant has duly caused this registration statement to be signed on
its behalf by the undersigned, thereto duly authorized.
W.P. Stewart & Co., Ltd.
(Registrant)
Dated: November 21, 2000 By: /s/ John C. Russell
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John C. Russell
Deputy Chairman & Managing Director