-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PLVAblOK0jjJMalzDMvjULFJj6MbRWicz74F5NBWhY/s2fuCzhYafbY1kcXU14gP 1gdi/3qXlkCQoVe0AKq21A== 0000927089-99-000401.txt : 19991201 0000927089-99-000401.hdr.sgml : 19991201 ACCESSION NUMBER: 0000927089-99-000401 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19991130 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHARTER ONE FINANCIAL INC CENTRAL INDEX KEY: 0000819692 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 341567092 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: SEC FILE NUMBER: 001-15495 FILM NUMBER: 99766448 BUSINESS ADDRESS: STREET 1: 1215 SUPERIOR AVE CITY: CLEVELAND STATE: OH ZIP: 44114 BUSINESS PHONE: 2165665300 MAIL ADDRESS: STREET 1: 1215 SUPERIOR AVENUE STREET 2: 1215 SUPERIOR AVENUE CITY: CLEVELAND STATE: OH ZIP: 44114 8-A12B 1 COMMON STOCK 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 CHARTER ONE FINANCIAL, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 34-1567092 - -------------------------------------------------------------------------------- (State of incorporation or (IRS Employer organization) Identification No.) 1215 Superior Avenue, Cleveland, Ohio 44114 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Securities to be registered pursuant to Section 12(b) of the Act: Name of each exchange Title of each class on which each class to be so registered is to be registered - -------------------- ----------------------- Common Stock, par value $0.01 per share New York Stock Exchange 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), check the following box. [X] If this Form relates to the registration of a class securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. [ ] Securities to be registered pursuant to Section 12(g) of the Act: None - -------------------------------------------------------------------------------- (Title of Class) Page 1 Item 1. Description of Registrant's Securities to be Registered. A description of the common stock, par value $0.01 per share (the "Common Stock"), of Charter One Financial, Inc. (the "Company") is set forth under "Description of Charter One Capital Stock-Common Stock" and "Comparison of Shareholder Rights" contained in the joint proxy statement/prospectus filed by the Company with the Securities and Exchange Commission on August 25, 1999 pursuant to Rule 424(b) under the Securities Act of 1933, as amended, and is incorporated herein by reference. Item 2. Exhibits. Exhibit No. Description 1 The Company's Second Restated Certificate of Incorporation, as amended and currently in effect, filed as Exhibit 4.2 to Post-Effective Amendment Number One on Form S-8 to Form S-4 (File No. 333-33169), is incorporated herein by reference. 2 The Company's Bylaws, as amended and currently in effect, filed as Exhibit 3.2 to the Company's Registration Statement on Form S-4 (File No. 333-33169), are incorporated herein by reference. 3 Form of Certificate of Common Stock, filed as Exhibit 4.2 to the Company's Registration Statement on Form S-1 (File No. 33-16207), is incorporated herein by reference. 4 The Amended and Restated Stockholder Protection Rights Agreement, dated October 20, 1999, between the Company and BankBoston, N.A., as rights agent, filed as Exhibit 2 to the Company's Registration Statement on Form 8-A/A filed on October 28, 1999, is incorporated herein by reference. Page 2 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. CHARTER ONE FINANCIAL, INC. Date: November 30, 1999 By: /s/ Robert J. Vana --------------------------------------- Robert J. Vana Chief Corporate Counsel and Secretary -----END PRIVACY-ENHANCED MESSAGE-----