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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A/A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(B) OR 12(G) OF THE
SECURITIES EXCHANGE ACT OF 1934
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STERLING BANCSHARES CAPITAL TRUST I STERLING BANCSHARES, INC.
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(Exact name of registrant as specified in its charter) (Exact name of registrant as specified in its charter)
DELAWARE TEXAS
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(State of incorporation or organization) (State of incorporation or organization)
76-0536778 74-2175590
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(I.R.S. Employer Identification No.) (I.R.S. Employer Identification No.)
c/o STERLING BANCSHARES, INC.
15000 NORTHWEST FREEWAY 15000 NORTHWEST FREEWAY
HOUSTON, TEXAS 77040 HOUSTON, TEXAS 77040
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(Address of principal executive office) (Address of principal executive office)
(Zip Code) (Zip Code)
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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NONE NOT APPLICABLE
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
____ % CUMULATIVE TRUST PREFERRED SECURITIES
(AND THE GUARANTEE WITH RESPECT THERETO)
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(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
For a full description of Sterling Bancshares Capital Trust
I's ___% Cumulative Trust Preferred Securities (the "Preferred Securities") and
Sterling Bancshares, Inc.'s guarantee (the "Guarantee") being registered
hereby, reference is made to the information contained under the captions
"Description of Trust Preferred Securities," "Description of Junior
Subordinated Debentures," and "Description of Guarantee" in the Prospectus that
forms part of the Company's Registration Statement (Registration No. 333-27185
and Registration No. 333-27185-01) filed with the Securities and Exchange
Commission ("SEC") on May 15, 1997, under the Securities Act of 1933, as
amended, which registration statement was amended by Amendment No. 1 filed with
the SEC on May 28, 1997. The information contained in the foregoing
Registration Statement, as amended (the "Registration Statement"), and the
Prospectus, are incorporated hereby 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 under the
Securities Act of 1933, as amended, and shall be incorporated by reference into
this registration statement on Form 8-A.
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ITEM 2. EXHIBITS
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2.1 -- Form of Indenture, to be dated as of , 1997 (incorporated by reference to
Exhibit 4.1 to the Registration Statement)
2.2 -- Form of Junior Subordinated Debenture (incorporated by reference to Exhibit 4.2 to the Registration
Statement)
2.3 -- Certificate of Trust of Sterling Bancshares Capital Trust I (incorporated by reference to Exhibit
2.3 to the Registration Statement)
2.4 -- First Amended and Restated Declaration of Trust of Sterling Bancshares Capital Trust I dated as of
May 14, 1997 (incorporated by reference to Exhibit 4.4 to the Registration Statement)
2.5 -- Form of Second Amended and Restated Declaration of Trust of Sterling Bancshares Capital Trust I to
be dated as of , 1997 (incorporated by reference to Exhibit 4.5 to the
Registration Statement)
2.6 -- Form of __% Cumulative Trust Preferred Security Certificate of Sterling Bancshares Capital Trust I
(incorporated by reference to Exhibit 4.6 to the Registration Statement)
2.7 -- Form of Preferred Securities Guarantee Agreement to be issued by Sterling Bancshares, Inc.
(incorporated by reference to 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, as amended, the Registrant has duly caused this Amendment
to Registration Statement on Form 8-A/A to be signed on its behalf by the
undersigned, thereunto duly authorized.
Sterling Bancshares, Inc.
Dated: June 2, 1997 By: /s/ GEORGE MARTINEZ
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George Martinez, Chairman
Sterling Bancshares Capital Trust I
Dated: June 2, 1997 By: /s/ GEORGE MARTINEZ
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George Martinez, Trustee
By: /s/ MARK T. GILES
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Mark T. Giles, Trustee
By: /s/ MICHAEL A. ROY
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Michael A. Roy, Trustee
