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FORM 8-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
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<S> <C>
KBK CAPITAL TRUST I KBK CAPITAL CORPORATION
(Exact name of registrant as specified in its charter) (Exact name of registrant as specified in its charter)
DELAWARE DELAWARE
(State of incorporation or organization) (State of incorporation or organization)
75-6531908 75-2416103
(I.R.S. Employer Identification Number) (I.R.S. Employer 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 executive officers) (Address of principal executive officers)
76102 76102
(Zip Code) (Zip Code)
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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:
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<CAPTION>
Title of each class Name of each exchange on which
to be so registered each class is to be registered
<S> <C>
____% TRUST AMERICAN STOCK EXCHANGE, INC.
PREFERRED SECURITIES
(AND THE GUARANTEE WITH RESPECT THERETO)
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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
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
For a full description of the ___% 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 Registration
Statement (Registration Nos. 333-65041 and 333-65041-01) filed with the
Securities and Exchange Commission ("SEC"), as amended (the "Registration
Statement"). The information contained in the Registration Statement and the
Prospectus is incorporated herein by reference. Definitive copies of the
Prospectus describing the Preferred Securities and the Guarantee will be filed
pursuant to Rule 424(b) and shall be incorporated by reference into this
registration statement on Form 8-A.
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 -- Declaration of Trust of KBK Capital Trust I (incorporated by reference
to Exhibit 4.3 to the Registration Statement.
2.5 -- Form of Amended and Restated Declaration of Trust of KBK Capital Trust
I (incorporated by reference to Exhibit 4.4 of the Registration
Statement).
2.6 -- Form of Trust Preferred Security (included in Exhibit 2.4).
2.7 -- 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).
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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 their behalf by the undersigned, thereto
duly authorized.
KBK CAPITAL CORPORATION
Dated: October 22, 1998 By: /s/ JAY K. TURNER
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Jay K. Turner
Executive Vice President and
Chief Financial Officer
KBK CAPITAL TRUST I
Dated: October 22, 1998 By: /s/ JAY K. TURNER
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Jay K. Turner, as Administrative
Trustee
By: /s/ DEBORAH B. WILKINSON
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Deborah B. Wilkinson, as
Administrative Trustee
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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 -- Declaration of Trust of KBK Capital Trust (incorporated by reference
to Exhibit 4.3 to the Registration Statement.
2.5 -- Form of Amended and Restated Declaration of Trust of KBK Capital Trust
I (incorporated by reference to Exhibit 4.4 of the Registration
Statement).
2.6 -- Form of Trust Preferred Security (included in Exhibit 2.4).
2.7 -- 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).
