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 Foundation Bancorp, Inc. (Exact name of registrant as specified in its charter) Ohio 31-1465239 - ------------------------ ------------------------------------ (State of incorporation) (I.R.S. Employer Identification No.) 25 Garfield Place Cincinnati, Ohio 45202 ---------------------------------------------------- (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 None None -------- -------- 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. _____ 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 to be registered pursuant to Section 12(g) of the Act: Common shares, no par value (Title of Class) INFORMATION REQUIRED IN REGISTRATION STATEMENT Item 1. Description of Registrant's Securities to be Registered. The information with respect to the Common Shares of Foundation Bancorp, Inc. (the "Registrant") contained in the Prospectus of the Registrant, which is a part of the Registrant's Pre-Effective Amendment No. 1 to the Registration Statement on Form S-1 filed with the Securities and Exchange Commission on August 2, 1996, under the heading "DESCRIPTION OF AUTHORIZED SHARES" and under the headings cross referenced in such section is incorporated herein by reference. Item 2. Exhibits. --------- 1 Form of certificate of common shares of Foundation Bancorp, Inc. 2(a) Articles of Incorporation of Foundation Bancorp, Inc. 2(b) Certificate of Amendment to the Articles of Incorporation of Foundation Bancorp, Inc., dated August 20, 1996 2(c) Code of Regulations of Foundation Bancorp, Inc. 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. FOUNDATION BANCORP, INC. ------------------------ (Registrant) Date: August 30, 1996 By: Laird L. Lazelle President FOUNDATION BANCORP, INC. REGISTRATION STATEMENT ON FORM 8-A INDEX TO EXHIBITS ----------------- EXHIBIT NO. EXHIBIT ------- ------- 1 Form of certificate of common shares of Foundation Bancorp, Inc. 2(a) Articles of Incorporation of Foundation Bancorp, Inc. (Incorporated herein by reference to the Registration Statement on Form S-1, filed with the Securities and Exchange Commission on June 14, 1996 (the "Registration Statement on Form S-1"), Exhibit 3.1) 2(b) Certificate of Amendment to the Articles of Incorporation of Foundation Bancorp, Inc. 2(c) Code of Regulations of Foundation Bancorp, Inc. (Incorporated herein by reference to the Registration Statement on Form S-1, Exhibit 3.2)