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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
PENNFIRST BANCORP, INC. PENNFIRST CAPITAL TRUST I
(Exact name of Registrant (Exact name of Registrant as specified
as specified in its charter) in its trust agreement)
PENNSYLVANIA DELAWARE
(State or other jurisdiction of (State or other jurisdiction of
incorporation or organization) incorporation or organization)
25-1659846 23-7925898
(I.R.S. Employer (I.R.S. Employer
Identification No.) Identification No.)
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600 LAWRENCE AVENUE
ELLWOOD CITY, PENNSYLVANIA 16117
(412)758-5584
(Address, including zip code, and telephone number, including area code, of
Registrants' principal executive offices)
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 numbers to which this Form relates:
No. 333-39831 and
No. 333-39831-01
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 Trust Preferred Securities of PennFirst Capital Trust I
____% Junior Subordinated Deferrable Interest Debentures of PennFirst Bancorp,
Inc.
Guarantee of PennFirst Bancorp, Inc. with respect to the Trust Preferred
Securities
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
The information relating to the Registrants' securities required by
Item 202 of Regulation S-K is hereby incorporated by reference to the
information presented under the captions "Description of Preferred
Securities," "Description of Junior Subordinated Debentures," "Description
of the Guarantee" and "Relationship Among the Preferred Securities, the
Junior Subordinated Debentures, the Expense Agreement and the Guarantee"
in the Registrants' Registration Statement on Form S-2 (Registration
No. 333-39831 and 333-39831-01) filed with the Commission on
November 7, 1997 (the "Form S-2"), and the same sections in the Prospectus
to be filed pursuant to Rule 424(b) which are deemed to be incorporated by
reference herein.
ITEM 2. EXHIBITS
4.1 Indenture of PennFirst Bancorp, Inc. relating to the Junior
Subordinated Debentures.(1)
4.2 Form of Certificate of Junior Subordinated Debentures (included as an
exhibit to Exhibit 4.1)
4.3 Certificate of Trust of PennFirst Capital Trust I.(2)
4.4 Amended and Restated Declaration of Trust of PennFirst Capital
Trust I.(3)
4.5 Form of Preferred Security Certificate of PennFirst Capital
Trust I (included as an exhibit to Exhibit 4.4).
4.6 Form of Preferred Securities Guarantee Agreement.(4)
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(1) Incorporated by reference to Exhibit 4.1 to the Form S-2.
(2) Incorporated by reference to Exhibit 4.3 to the Form S-2.
(3) Incorporated by reference to Exhibit 4.4 to the Form S-2.
(4) Incorporated by reference to Exhibit 4.6 to the Form S-2.
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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.
PENNFIRST BANCORP, INC.
Date: November 17, 1997 By: /s/ Charlotte A. Zuschlag
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Charlotte A. Zuschlag, President and
Chief Executive Officer
PENNFIRST CAPITAL TRUST I
Date: November 17, 1997 By: /s/ Charlotte A. Zuschlag
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Charlotte A. Zuschlag, Administrative
Trustee
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