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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
CENTURY BANCSHARES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 52-1489098
(State of incorporation (I.R.S. Employer Identification No.)
or organization)
1275 PENNSYLVANIA AVENUE, N.W.
WASHINGTON, D.C. 20004
(Address of principal executive offices) (Zip Code)
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:
333-34057.
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
NONE NONE
Securities to be registered pursuant to Section 12(g) of the Act:
COMMON STOCK, $1.00 PAR VALUE
(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The Registrant incorporates by reference herein the information set
forth under the caption "Description of Capital Stock" set forth in its
preliminary prospectus dated September 9, 1997 included in Amendment No. 1 to
its Registration Statement on Form S-1 (Registration No. 333-34057), filed
with the Securities and Exchange Commission (the "Commission") on September 9,
1997, as such information may be amended in the final prospectus included or
deemed to be included in such Registration Statement, as hereafter amended, in
the form declared effective by the Commission (the "Registration Statement").
This Form 8-A is filed to register the Registrant's class of Common Stock
pursuant to Section 12(g) of the Securities Exchange Act of 1934, as amended
("Exchange Act"), concurrently with the registration of shares of Common Stock
under the Securities Act of 1933, as amended ("Securities Act"), and in
accordance with Rule 12d1-2 promulgated under the Exchange Act, will become
effective concurrently with the effectiveness of the Registration Statement
under the Securities Act.
ITEM 2. EXHIBITS.
The exhibits marked with one asterisk ("*") are incorporated herein by
reference to the exhibit of the same number in the Registrant's registration
statement on Form S-1, as amended (Registration No. 333-14417) filed with the
Commission. The exhibit marked with two asterisks ("**") is incorporated
herein by reference to the exhibit of the same number in the Registrant's
registration statement on Form S-1, as amended (Registration No. 333-34057),
filed with the Commission.
3.1* Certificate of Incorporation, as amended, of Century.
3.2* Bylaws of Century.
3.4** Amendment dated July 24, 2997 to the Certificate of Incorporation, as
amended, of Century.
4.2* Form of Certificate representing the Common Stock, par value $1.00 per
share, of Century.
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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, thereto duly authorized.
CENTURY BANCSHARES, INC.
By: /s/ JOSEPH S. BRACEWELL
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Name: Joseph S. Bracewell
Title: President and
Chief Executive Officer
Date: September 18, 1997
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