SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
CHARTER ONE FINANCIAL, INC.
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(Exact name of registrant as specified in its charter)
Delaware 34-1567092
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(State of incorporation or (IRS Employer
organization) Identification No.)
1215 Superior Avenue, Cleveland, Ohio 44114
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(Address of principal executive offices) (Zip Code)
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
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Common Stock, par value $0.01 per share New York Stock Exchange
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), check the following box. [X]
If this Form relates to the registration of a class securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box. [ ]
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. Description of Registrant's Securities to be Registered.
A description of the common stock, par value $0.01 per share (the "Common
Stock"), of Charter One Financial, Inc. (the "Company") is set forth under
"Description of Charter One Capital Stock-Common Stock" and "Comparison of
Shareholder Rights" contained in the joint proxy statement/prospectus filed by
the Company with the Securities and Exchange Commission on August 25, 1999
pursuant to Rule 424(b) under the Securities Act of 1933, as amended, and is
incorporated herein by reference.
Item 2. Exhibits.
Exhibit No. Description
1 The Company's Second Restated Certificate of Incorporation,
as amended and currently in effect, filed as Exhibit 4.2 to
Post-Effective Amendment Number One on Form S-8 to Form S-4
(File No. 333-33169), is incorporated herein by reference.
2 The Company's Bylaws, as amended and currently in effect,
filed as Exhibit 3.2 to the Company's Registration Statement
on Form S-4 (File No. 333-33169), are incorporated herein by
reference.
3 Form of Certificate of Common Stock, filed as Exhibit 4.2 to
the Company's Registration Statement on Form S-1 (File No.
33-16207), is incorporated herein by reference.
4 The Amended and Restated Stockholder Protection Rights
Agreement, dated October 20, 1999, between the Company and
BankBoston, N.A., as rights agent, filed as Exhibit 2 to the
Company's Registration Statement on Form 8-A/A filed on
October 28, 1999, is incorporated herein by reference.
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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.
CHARTER ONE FINANCIAL, INC.
Date: November 30, 1999 By: /s/ Robert J. Vana
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Robert J. Vana
Chief Corporate Counsel and
Secretary
