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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
WSFS FINANCIAL CORPORATION
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(Exact Name of Registrant as Specified in its Charter)
DELAWARE 22-2866913
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(State of Incorporation or Organization) (I.R.S. Employer
Identification No.)
838 MARKET STREET, WILMINGTON, DELAWARE 19899
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(Address of Principal Executive Offices) (Zip Code)
WSFS CAPITAL TRUST I
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(Exact Name of Registrant as Specified in its Charter)
DELAWARE Applied For
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(State of Incorporation or Organization) (I.R.S. Employer
Identification No.)
C/o WSFS FINANCIAL CORPORATION
838 MARKET STREET, WILMINGTON, DELAWARE 19899
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(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.
Securities to be registered pursuant to Section 12(b) of the
Act: None
Securities to be registered pursuant to Section 12(g) of the
Act:
Floating Rate Cumulative Trust Preferred Securities of WSFS
Capital Trust I
Guarantee of WSFS Financial Corporation with respect to the
Floating Rate Cumulative Trust Preferred Securities
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Title of Class
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE
REGISTERED.
For the description of the Floating Rate Cumulative Trust
Preferred Securities (the "Preferred Securities") of WSFS
Capital Trust I (the "Trust"), a Delaware statutory business
trust and the guarantee with respect to the Preferred Securities
by WSFS Financial Corporation (the "Company"), a Delaware
corporation, both of which are being registered hereby,
reference is made to the information contained under sections
captioned "Description of Securities," "Certain Terms of Trust
Preferred Securities," "Certain Terms of Junior Subordinated
Debentures" and "Certain Terms of Guarantee" in the Prospectus
Supplement and "Description of Trust Preferred Securities,"
"Description of Junior Subordinated Debentures" and "Description
of Guarantees" in the Prospectus filed with the Securities and
Exchange Commission on November 19, 1998 by the Company and the
Trust pursuant to Rule 424(b)(5) (the "Prospectus"). The
information contained in the Prospectus is incorporated herein
by reference.
ITEM 2. EXHIBITS.
4.1 Certificate of Trust of WSFS Capital Trust I
(incorporated by reference to Exhibit 4.2 to the
Registration Statement on Form S-3, Registration Nos.
333-56015, 333-56015-01 and 333-56015-02 filed by the
Company the Trust and WSFS Capital Trust II (the
"Registration Statement"))
4.2 Trust Agreement of WSFS Capital Trust I (incorporated by
reference to Exhibit 4.4 to the Registration Statement)
4.3 Amended and Restated Trust Agreement of WSFS
Capital Trust I (incorporated by reference to Exhibit
4.1 to the Company's Current Report on Form 8-K/A dated
November 20, 1998 (the "Form 8-K/A")
4.4 Form of Trust Preferred Security Certificate of WSFS
Capital Trust I (incorporated by reference to Exhibit
4.3 to the Form 8-K/A)
4.5 Trust Preferred Securities Guarantee Agreement
(incorporated by reference to Exhibit 4.3 to the Form
8-K/A)
4.6 Form of Junior Subordinated Indenture between WSFS
Financial Corporation and Wilmington Trust Company,
as trustee (incorporated by reference to Exhibit 4.1 to
the Registration Statement)
4.7 Officers' Certificate and Company Order for Floating
Rate Junior Subordinated Debentures due December 1, 2028
(incorporated by reference to Exhibit 4.2 to the Form
8-K/A)
4.8 Form of Floating Rate Junior Subordinated Debenture
(incorporated by reference to Exhibit 4.5 to the
Form 8-K/A)
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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.
WSFS FINANCIAL CORPORATION
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(Registrant)
Date: November 20, 1998 By: /s/ Marvin N. Schoenhals
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Marvin N. Schoenhals
Chairman and President
WSFS CAPITAL TRUST I
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(Registrant)
Date: November 20, 1998 By: /s/ Marvin N. Schoenhals
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Marvin N. Schoenhals
Administrative Trustee
