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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 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
PHILADELPHIA CONSOLIDATED HOLDING CORP.
(Exact name of registrant as specified in its charter)
Pennsylvania 23-2202671
(State of incorporation or organization) (IRS Employer
Identification No.)
One Bala Plaza, Suite 100
Bala Cynwyd, PA 19004
(610) 617-7900
FAX (610) 617-7600
(Address of principal executive offices)
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 Act registration statement file number to which this form relates:
333-49271
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:
Growth PRIDES
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF SECURITIES TO BE REGISTERED.
The class of securities to be registered hereby is the Growth PRIDES of
Philadelphia Consolidated Holding Corp., a Pennsylvania corporation.
For a description of the Growth PRIDES, reference is made to the
Amendment No. 2 to the Registration Statement on Form S-3 of Philadelphia
Consolidated Holding Corp. (Registration No. 333-49271), filed with the
Securities and Exchange Commission on April 24, 1998 (the "Registration
Statement"), and the forms of prospectus and prospectus supplement for the
Growth PRIDES included therein, which description is incorporated herein by
reference. Definitive copies of the prospectus and the prospectus supplement
describing the Growth PRIDES will be filed pursuant to Rule 424(b) under the
Securities Act of 1933, as amended, and shall be incorporated by reference into
this Registration Statement on Form 8-A.
ITEM 2. EXHIBITS.
1 Form of Purchase Contract Agreement (incorporated herein by
reference to Exhibit 4.11 of the Registration Statement).
2. Form of Pledge Agreement (incorporated herein by reference to
Exhibit 4.12 of the Registration Statement).
3. Form of Income PRIDES and Growth PRIDES (incorporated herein
by reference to Exhibit A and Exhibit B of Exhibit 4.11 of the
Registration Statement).
4. Form of Amended and Restated Declaration of Trust of PCHC
Financing I with respect to the Trust Preferred Securities,
which comprise a component of the Income PRIDES (incorporated
herein by reference to Exhibit 4.5 to the Registration
Statement).
5. Form of Trust Preferred Security for PCHC Financing I, with
respect to the Trust Preferred Securities (incorporated herein
by reference to Exhibit A-1 of Exhibit 4.5 to the Registration
Statement).
6. Form of Senior Indenture (incorporated herein by reference to
Exhibit 4.1 of the Registration Statement).
7. Form of Supplemental Indenture (incorporated herein by
reference to Exhibit 4.2 of the Registration Statement).
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8. Form of Debenture (incorporated herein by reference to Section
7.1 of Exhibit 4.2 of the Registration Statement).
9. Form of Guarantee Agreement in respect of PCHC Financing I,
with respect to the Trust Preferred Securities (incorporated
herein by reference to Exhibit 4.6 of 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.
PHILADELPHIA CONSOLIDATED HOLDING CORP.
Date: April 24, 1998 By: /s/ Craig P. Keller
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Name: Craig P. Keller
Title: Vice President, Secretary,
Chief Financial Officer
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