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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1933
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<S> <C>
CAPITOL BANCORP LTD. CAPITOL TRUST I
(Exact name of registrant in its charter) (Exact name of registrant in its charter)
MICHIGAN DELAWARE
(State of incorporation or organization) (State of incorporation or organization)
38-2761672 38-3381371
(I.R.S. Employer Identification No.) (I.R.S. Employer Identification No.)
200 WASHINGTON SQUARE NORTH 200 WASHINGTON SQUARE NORTH
LANSING, MICHIGAN 48933 LANSING, MICHIGAN 48933
(Address of principal executive offices) (Address of principal executive offices)
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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
NOT APPLICABLE NOT APPLICABLE
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: [ ]
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), check the following box: [X]
Securities Act registration statement file number to which this form
relates:
333-41215
333-41215-01
Securities to be registered pursuant to Section 12(g) of the Act:
___% CUMULATIVE TRUST PREFERRED SECURITIES
(and the Guarantee with respect thereto)
(Title of Class)
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
For a full description of the ___% Cumulative Trust Preferred Securities
(the "Preferred Securities") issued by Capitol Trust I, a Delaware statutory
business trust (the "Trust"), and the guarantee with respect to the Preferred
Securities issued by Capitol Bancorp Ltd., a Michigan corporation (the
"Company"), both of which are being registered hereby, reference is made to the
information contained in Registration Statement on Form S-3, File No: 333-41215
and File No: 333-41215-01, filed by the Company and the Trust with the
Securities and Exchange Commission on November 26, 1997, (the "Registration
Statement") in the Prospectus which forms part of the Registration Statement
under the captions "DESCRIPTION OF THE PREFERRED SECURITIES", "DESCRIPTION OF
THE SUBORDINATED DEBENTURES" and "DESCRIPTION OF THE GUARANTEE". The
information contained in the Registration Statement and the Prospectus is
incorporated herein by reference. Definitive copies of the Prospectus
describing the Preferred Securities will be filed pursuant to Rule 430A or
pursuant to an amendment to the Registration Statement and shall be deemed
incorporated by reference into this Registration Statement on Form 8-A.
Item 2. Exhibits.
2.1 Form of Indenture, incorporated by reference to Exhibit 4.1 of the
Registration Statement.
2.2 Form of Subordinated Debenture, incorporated by reference to Exhibit 4.2 of
the Registration Statement.
2.3 Certificate of Trust of CAPITOL TRUST I, incorporated by reference to
Exhibit 4.3 of the Registration Statement.
2.4 Trust Agreement of CAPITOL TRUST I, incorporated by reference to Exhibit
4.4 of the Registration Statement.
2.5 Form of Amended and Restated Trust Agreement, incorporated by reference to
Exhibit 4.5 of the Registration Statement.
2.6 Form of Preferred Securities Guarantee Agreement, incorporated by reference
to Exhibit 4.6 of the Registration Statement.
2.7 Form of Agreement as to Expenses and Liabilities, incorporated by reference
to Exhibit 4.7 of the Registration Statement.
2.8 Form of Preferred Securities Certificate, incorporated by reference to
Exhibit 4.8 of 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, thereto duly authorized.
Dated: December 11, 1997
CAPITOL TRUST I CAPITOL BANCORP LTD.
By: /S/ JOSEPH D. REID By: /S/ JOSEPH D. REID
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Administrative Trustee Its: Chief Executive Officer
