<PAGE> 1
FORM 8-A/A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
KBK CAPITAL TRUST I KBK CAPITAL CORPORATION
(Exact name of registrant (Exact name of registrant as
as specified in its charter) specified in its charter)
DELAWARE DELAWARE
(State of incorporation (State of incorporation
or organization) or organization)
75-6531908 75-2416103
(I.R.S. Employer (I.R.S. Employer
Identification Number) Identification Number)
C/O KBK CAPITAL CORPORATION
2200 CITY CENTER II 2200 CITY CENTER II
301 COMMERCE STREET 301 COMMERCE STREET
FORT WORTH, TEXAS FORT WORTH, TEXAS
(Address of principal (Address of principal
executive officers) executive officers)
76102 76102
(Zip Code) (Zip Code)
If this Form relates to the registration of a class of securities
pursuant to Section 12(b) of the Exchange Act and is effective pursuant
to General Instruction A.(c)(1), please check the following box. [X]
If this Form relates to the registration of a class of securities
pursuant to 12(g) of the Exchange Act and is effective pursuant to
General Instruction A.(d)l 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
9.50% TRUST AMERICAN STOCK EXCHANGE, INC.
PREFERRED SECURITIES
(AND THE GUARANTEE WITH RESPECT THERETO)
Securities Act registration statement file numbers to which this form relates:
333-65041
333-65041-01
Securities to be registered pursuant to Section 12(g) of the Act: None
<PAGE> 2
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
For a full description of the 9.50% Trust Preferred Securities of KBK
Capital Trust I (the "Preferred Securities") and KBK Capital Corporation's
guarantee with respect to the Preferred Securities (the "Guarantee") being
registered hereby, reference is made to the information contained under the
captions "Description of Trust Preferred Securities" and "Description of the
Guarantee" in the Prospectus that forms part of the Company's and the Trust's
Registration Statement (Registration Nos. 333-65041 and 333-65041-01) filed with
the Securities and Exchange Commission ("SEC") on September 30, 1998. The
information contained in the foregoing Registration Statement, as amended (the
"Registration Statement"), and the Prospectus is incorporated herein by
reference.
ITEM 2. EXHIBITS.
2.1 -- Form of Subordinated Indenture (incorporated by reference to
Exhibit 4.1 to the Registration Statement).
2.2 -- Form of Subordinated Debenture (included in Exhibit 2.1).
2.3 -- Certificate of Trust of KBK Capital Trust I (incorporated by
reference to Exhibit 4.2 to the Registration Statement).
2.4 -- Form of Amended and Restated Declaration of Trust of KBK
Capital Trust I (incorporated by reference to Exhibit 4.4 of
the Registration Statement).
2.5 -- Form of Trust Preferred Security (included in Exhibit 2.4).
2.6 -- Form of Trust Preferred Securities Guarantee Agreement to be
Capital Corporation (incorporated by reference to Exhibit 4.5
of the Registration Statement).
- 2 -
<PAGE> 3
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, as amended, the Registrants have duly caused this Registration
Statement on Form 8-A to be signed on its behalf by the undersigned, thereto
duly authorized.
KBK CAPITAL CORPORATION
Dated: November 20, 1998 By: /s/ JAY K. TURNER
----------------------------------------
Jay K. Turner, Executive Vice President
and Chief Financial Officer
KBK CAPITAL TRUST I
Dated: November 20, 1998 By: /s/ ROBERT J. MCGEE
----------------------------------------
Robert J. McGee, Trustee
By: /s/ JAY K. TURNER
----------------------------------------
Jay K. Turner, Trustee
By: /s/ DEBORAH B. WILKINSON
----------------------------------------
Deborah B. Wilkinson, Trustee
<PAGE> 4
INDEX TO EXHIBITS
2.1 -- Form of Subordinated Indenture (incorporated by reference to
Exhibit 4.1 to the Registration Statement).
2.2 -- Form of Subordinated Debenture (included in Exhibit 2.1).
2.3 -- Certificate of Trust of KBK Capital Trust I (incorporated by
reference to Exhibit 4.2 to the Registration Statement).
2.4 -- Form of Amended and Restated Declaration of Trust of KBK
Capital Trust I (incorporated by reference to Exhibit 4.4 of
the Registration Statement).
2.5 -- Form of Trust Preferred Security (included in Exhibit 2.4).
2.6 -- Form of Trust Preferred Securities Guarantee Agreement to be
issued by KBK Capital Corporation (incorporated by reference
to Exhibit 4.5 of the Registration Statement).
