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
BANKUNITED FINANCIAL CORPORATION BANKUNITED CAPITAL II
-------------------------------- ----------------------------
(Exact name of registrant as (Exact name of registrant
specified in its charter) as specified in its charter)
FLORIDA 65-0377773 DELAWARE APPLIED FOR
------- ----------------- ----------------- ------------------
(State or other (I.R.S. Employer (State or other (I.R.S. Employer
jurisdiction of Identification No.) jurisdiction of Identification No.)
incorporation or incorporation or
organization) organization)
255 ALHAMBRA CIRCLE 255 ALHAMBRA CIRCLE
CORAL GABLES, FLORIDA 33134 CORAL GABLES, FLORIDA 33134
(305)569-2000 (305)569-2000
-------------------------------- --------------------------------
(Address,including ZIP Code, (Address,including ZIP Code,
and telephone number, including and telephone number, including
area code, of(registrant's area code, of(registrant's
principal executive offices) principal executive offices)
Securities to be registered pursuant to Section 12 (b) of the act: None
If this Form relates to the registration of a class of debt securities
and is effective upon filing pursuant to General Instruction A.(c)(1), please
check the following box. [ ]
If this Form relates to the registration of a class of debt securities
and is to become effective simultaneously with 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(g) of the act:
___% Trust Preferred Securities of BankUnited Capital II
<PAGE>
Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
The information is set forth under the caption "Description of the
Preferred Securities" in the prospectus contained in the Form S-2 Registration
Statement of BankUnited Financial Corporation and BankUnited Capital II (File
Nos. 333-27597 and 333-27597-01), which is incorporated herein by reference.
Item 2. EXHIBITS *
1. Form of certificate for the ___% Trust Preferred Securities
of BankUnited Capital II (Included as an exhibit to Exhibit
4.7 to the Form S-2 Registration Statement of BankUnited
Financial Corporation and BankUnited Capital II, File Nos.
333-27597 and 333-27597-01, as filed with the Securities and
Exchange Commission on May 22, 1997).
2. Trust Agreement of BankUnited Capital II (Exhibit 4.6 to the
Form S-2 Registration Statement of BankUnited Financial
Corporation and BankUnited Capital II, File Nos. 333- 27597
and 333-27597-01, as filed with the Securities and Exchange
Commission on May 22, 1997).
3. Form of Amended and Restated Trust Agreement of BankUnited
Capital II (Exhibit 4.7 to the Form S-2 Registration Statement
of BankUnited Financial Corporation and BankUnited Capital II,
File Nos. 333-27597 and 333-27597-01, as filed with the
Securities and Exchange Commission on May 22, 1997).
4. Form of Indenture with respect to BankUnited Financial
Corporation's ___% Junior Subordinated Debentures (Exhibit 4.3
to the Form S-2 Registration Statement of BankUnited Financial
Corporation and BankUnited Capital II, File Nos. 333-27597 and
333-27597-01, as filed with the Securities and Exchange
Commission on May 22, 1997).
5. Form of Guarantee Agreement for BankUnited Capital II (Exhibit
4.9 to the Form S-2 Registration Statement of BankUnited
Financial Corporation and BankUnited Capital II, File Nos.
333-27597 and 333-27597-01, as filed with the Securities and
Exchange Commission on May 22, 1997).
* Exhibits containing a parenthetical reference in their description are
incorporated herein by reference from the documents described in the
parenthetical reference.
<PAGE>
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.
BANKUNITED FINANCIAL CORPORATION
DATE: May 29, 1997 By: /s/ SAMUEL A. MILNE
----------------------------
Samuel A. Milne
Executive Vice President and
Chief Financial Officer
BANKUNITED CAPITAL II
By: /s/ NANCY L. ASHTON
----------------------------
Nancy L. Ashton
Administrative Trustee