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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 1934
Community First Bankshares, Inc. CFB Capital II
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(Exact name of co-registrant (Exact name of co-registrant
as specified in its charter) as specified in its charter)
Delaware Delaware
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(State of incorporation or organization) (State of incorporation or
organization)
46-0391436 45-0447717
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(I.R.S. Employer Identification No.) (I.R.S. Employer
Identification No.)
520 Main Avenue
Fargo, North Dakota 58124-0001
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(Address of principal executive offices and zip code)
If this Form relates to the If this Form relates to the registration
registration of a class of debt of a class of debt securities and is to
securities and is effective become effective simultaneously with the
upon filing pursuant to General effectiveness of a concurrent registration
Instruction Act(c)(1) please check statement under the Securities Act of 1933
the following box. / / pursuant to General Instruction A(c)(2)
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:
__% Cumulative Capital Securities, $25 liquidation amount
Guarantee of Community First Bankshares, Inc. with respect to the __%
Cumulative Capital Securities
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
Incorporated by reference to the sections entitled "Description of the
Capital Securities," "Description of Junior Subordinated Debentures,"
"Description of Guarantee" and "Relationship Among the Capital Securities, the
Junior Subordinated Debentures and the Guarantee" in the Registrant's Form S-3
Registration Statement (File No. 333-37521), filed with the Commission on
October 9, 1997 and amended on November 24, 1997 (the "1997 Form S-3"), and the
same sections in the Company's Prospectus to be filed pursuant to Rule 424(b)
are deemed to be incorporated by reference herein.
Item 2. EXHIBITS.
4.1 Trust Agreement of CFB Capital II dated as of October 6, 1997.*
4.2 Form of Amended and Restated Trust Agreement of CFB Capital II, to be
dated December___, 1997.*
4.3 Form of Capital Security Certificate of CFB Capital II (included as an
exhibit to Exhibit 4.2).
4.4 Form of Capital Securities Guarantee Agreement.*
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* Incorporated by reference to Exhibits 4.4, 4.5 and 4.7 to the 1997
Form S-3.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the Co-Registrants have duly caused this Registration Statement to be
signed on their behalf by the undersigned, thereto duly authorized.
COMMUNITY FIRST BANKSHARES, INC.
Dated: December 3, 1997 By /s/Mark A. Anderson
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Mark A. Anderson, Executive Vice President
and Chief Financial Officer
CFB CAPITAL II
Dated: December 3, 1997 By /s/Mark A. Anderson
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Mark A. Anderson, Administrative Trustee
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