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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
FINANCIAL SECURITY ASSURANCE HOLDINGS LTD.
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(Exact name of registrant as specified in its charter)
New York 13-3261323
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(State of incorporation or organization) (I.R.S. Employer Identification No.)
350 Park Avenue
New York, New York 10022
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(Address of principal executive offices) (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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6.950% SENIOR QUARTERLY INCOME DEBT NEW YORK STOCK EXCHANGE, INC.
SECURITIES DUE 2098
Securities to be registered pursuant to Section 12(g) of the Act:
None
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(Title of Class)
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. /X/
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 the Form 8-A
relates: 333-34181.
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
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For a description of the securities to be registered hereunder,
reference is made to the information under the headings "Description of Debt
Securities" in the registrant's Prospectus dated September 10, 1997 filed
with the Securities and Exchange Commission (the "Commission") on September 16,
1997, as supplemented by the information under the heading "Description of Debt
Securities" in the registrant's Prospectus Supplement, dated November 6,
1998, filed with the Commission on November 10, 1998, each of which forms a
part of the registrant's Registration Statement on Form S-3 (Registration No.
333-34181), and which information is hereby incorporated herein by reference
and made part of this application in its entirety.
ITEM 2. EXHIBITS.
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I. The following exhibits are incorporated herein by reference:
Exhibit 1 - The form of Debt Securities to be registered hereunder is
incorporated by reference to the form thereof in Exhibit 2 to the
registrant's Current Report on Form 8-K filed with the Commission on
November 12, 1998 (the "November 12, 1998 Form 8-K"), which
incorporates such document by reference into Registration Statement
No. 333-34181.
Exhibit 2 - The Indenture dated as of September 15, 1997, between the
registrant and First Union National Bank, as Trustee (the "Trustee"),
relating to the Debt Securities to be registered hereunder, is
incorporated by reference to the form thereof in Exhibit 2 to the
registrant's Current Report on Form 8-K filed with the Commission on
September 19, 1997, which incorporates such document by reference into
Registration Statement No. 333-34181.
Exhibit 3 - The First Supplemental Indenture dated as of November 13,
1998, to the Indenture dated as of September 15, 1997, between the
registrant and the Trustee, relating to the Debt Securities to be
registered hereunder is incorporated by reference to the form thereof
in Exhibit 6 to the November 12, 1998 Form 8-K, which incorporates such
document by reference into Registration Statement No. 333-34181.
Exhibit 4 - The Officers' Certificate Pursuant to Section 2.01 and
2.03 of the Indenture, which is incorporated by reference to the form
thereof in Exhibit 5 to the November 12, 1998 Form 8-K, which
incorporates such document by reference into Registration Statement
No. 333-34181.
II. No other Exhibits are applicable because the registrant already has
other securities registered on the New York Stock Exchange, Inc.
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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.
November 13, 1998 FINANCIAL SECURITY ASSURANCE
HOLDINGS LTD.
By: /s/ Bruce E. Stern
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Bruce E. Stern
General Counsel and Secretary
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