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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 AND EXCHANGE ACT OF 1934
FINOVA FINANCE TRUST
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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 The FINOVA Group Inc.
1850 N. Central Ave.
P.O. Box 2209 85002-2209
Phoenix, Arizona
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(Address of Principal Executive Offices) (Zip Code)
If this Form relates to the regis- If this Form relates to the
tration of a class of debt securities registration of a class of debt
and is effective upon filing pursuant securities and is to become
to General Instruction A(c)(1) please effective simultaneously with
check the following box. / / the effectiveness of a
concurrent registration
statement under the Securities
Act of 1933 pursuant to General
Instruction A(c)(2) please
check the following box. / /
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
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Convertible Trust Originated New York Stock Exchange
Preferred Securities
(and the Guarantee with
respect thereto)
Securities to be registered pursuant to Section 12(g) of the Act:
None
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The class of securities to be registered hereby is the
Convertible Trust Originated Preferred Securities and the Guarantee with
respect thereto (the "Preferred Securities" and the "Guarantee," respectively).
The Preferred Securities represent undivided beneficial interests in the assets
of FINOVA Finance Trust, a statutory business trust created under the laws of
the State of Delaware (the "Trust").
For a description of the Preferred Securities, reference is
made to the information set forth under the headings "Description of the
Preferred Securities" and "Description of the Guarantee" in the Registration
Statement on Form S-3 (Registration No. 333-15445 and -01) filed with the
Securities and Exchange Commission (the "Commission") on November 4, 1996 under
the Securities Act of 1933, as amended (the "Act"), and Amendment No. 1 thereto
filed with the Commission on November 20, 1996 (such Registration Statement, as
amended, being hereinafter referred to as the "Registration Statement"), and
the prospectus for the Preferred Securities included therein, which description
is incorporated herein by reference. Definitive copies of the preliminary
prospectus describing the Preferred Securities have been filed pursuant to Rule
424(b) under the Act, and are incorporated by reference into this Registration
Statement on Form 8-A. Definitive copies of the prospectus describing the
Preferred Securities will be filed pursuant to Rule 424(b) under the Act, and
shall be incorporated by reference into this Registration Statement on Form 8-A.
ITEM 2. EXHIBITS.
2.1 Certificate of Trust dated November 1, 1996 of FINOVA
Finance Trust (incorporated herein by reference to
Exhibit 4.5 to the Registration Statement)
2.2 Form of Amended and Restated Declaration of Trust of
FINOVA Finance Trust (incorporated herein by reference
to Exhibit 4.6 to the Registration Statement)
2.3 Form of __% Convertible Trust Originated Preferred
Security (incorporated herein by reference to Exhibit
A-1 of Exhibit 4.6 to the Registration Statement)
2.4 Form of Preferred Securities Guarantee for the benefit
of the holders of Preferred Securities of FINOVA Finance
Trust (incorporated herein by reference to Exhibit 4.10
to the Registration Statement)
2.5 Form of Indenture relating to __% Convertible
Subordinated Debentures between The FINOVA Group Inc.
and Fleet National Bank, as trustee (incorporated herein
by reference to Exhibit 4.7 to the Registration
Statement)
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2.6 Form of % Convertible Subordinated Debenture (incorporated herein by
reference to Exhibit B of Exhibit 4.6 and Exhibit A of Exhibit 4.7 to
the Registration Statement)
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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.
FINOVA FINANCE TRUST
Dated: December 3, 1996
By: The FINOVA Group Inc., Sponsor of
the Registrant and Guarantor under
the Guarantee
By: /s/ William J. Hallinan
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Name: William J. Hallinan
Title: Senior Vice President-
General Counsel and
Secretary
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