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
FIRST MARINER BANCORP
(Exact name of registrant as specified in its charter)
Maryland 52-1834860
(State of incorporation or organization) (I.R.S. Employer Identification No.)
1801 South Clinton Street 21224
Baltimore, Maryland (Zip Code)
(Address of principal executive offices)
If this Form relates to the registration If this Form relates to the
of a class of debt securities and is registration of a class of debt
effective upon filing pursuant to General securities and is to become
Instruction A(c)(1) please check the effective simultaneously with the
following box. |_| 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:
Common Stock, par value $.05 per share
(Title of Class)
<PAGE>
Item 1. Description of Registrant's Securities to be Registered
The Registrant hereby incorporates by reference the description of its
Common Stock, par value $.05 per share, contained under the heading "DESCRIPTION
OF SECURITIES-- Common Stock" in the Preliminary Prospectus included in its
Registration Statement on Form SB-2, Registration No. 333-16011, filed via EDGAR
with the Commission on November 13, 1996. This Registration Statement on Form
8-A shall be deemed to incorporate by reference the description of the Common
Stock contained in any prospectus subsequently filed by the Registrant pursuant
to Rule 424(b) under the Securities Act of 1933.
Item 2. Exhibits
Exhibit No. Description Page
1 The section titled "DESCRIPTION OF SECURITIES-- 46
Common Stock" of the Preliminary Prospectus
included as part of the Registrant's Registration
Statement on Form SB-2, Registration No. 333-16011
("Registration Statement on Form SB-2") which is
incorporated by reference in this Form 8-A.
2 The Amended and Restated Articles of Incorporation
and the Amended and Restated By-laws of the
Registrant filed as Exhibits 3.1 and 3.2 to the
Registration Statement on Form SB-2, respectively,
are hereby incorporated by reference.
3 The specimen of Common Stock certificate of the
Registrant filed as Exhibit 4.2 to the Registration
Statement on Form SB-2 is hereby incorporated by
reference.
- 2 -
<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, thereto duly authorized.
FIRST MARINER BANCORP
Date: December 3, 1996 By:/s/ Edwin F. Hale, Sr.
------------------------------------
Edwin F. Hale, Sr.
Chairman and Chief Executive Officer
C66803.616
- 3 -
<PAGE>
