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 Atlantic Liberty Financial Corp. (Exact Name of Registrant as Specified in Its Charter) Delaware 161615014 - ------------------------------ -------------------------- (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 186 Montague Street, Brooklyn, New York 11201 - ---------------------------------------- ----------- (Address of Principal Executive Offices) (Zip Code) If this form relates to the If this form relates to the registration of a class of securities registration of a class of pursuant to Section 12(b) of the securities Pursuant to Section Exchange Act and is effective 12(g)of the Exchange Act and is pursuant to General Instruction effective pursuant to General A.(c), please check the following Instruction A.(d), please check the box. [ ] following box.: [x] Securities Act registration statement file number to which this form relates: 333-90828 Securities to be registered pursuant to Section 12(b) of the Act: None Not Applicable ------------------- ---------------------- (Title of Class) (Name of Each Exchange on Which Each Class is to be Registered) Securities to be registered pursuant to Section 12(g) of the Act: Common Stock par value $0.10 per share -------------------------------------- (Title of Class) Item 1. Description of Registrant's Securities to be Registered. - ----------------------------------------------------------------- For a description of the Registrant's securities, reference is made to "Description of Capital Stock," "Our Policy Regarding Dividends" and "Market for the Common Stock" in the Registrant's Registration Statement on Form SB-2 (File No. 333-90828), which is hereby incorporated by reference. For a description of the provisions of the Registrant's Certificate of Incorporation and Bylaws that may render a change in control of the Registrant more difficult, reference is made to "Restrictions on Acquisitions of Stock and Related Takeover Defense Provisions" in the Registrant's Prospectus. Item 2. Exhibits. - ----------------- 1. Registration Statement on Form SB-2 (Registration Number 333-90828) dated June 20, 2002, as amended, is hereby incorporated by reference. 2. Certificate of Incorporation (incorporated by reference to Exhibit 3.1 of the Registration Statement on Form SB-2 as filed on June 20, 2002). 3. Bylaws (incorporated by reference to Exhibit 3.2 of the Registration Statement on Form SB-2 as filed on June 20, 2002). 4. Specimen Stock Certificate (incorporated by reference to Exhibit 4 of the Registration Statement on Form SB-2 as filed on June 20, 2002). 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. ATLANTIC LIBERTY FINANCIAL CORP. Date: August 12, 2002 By: /s/ William M. Gilfillan ------------------------------ William M. Gilfillan Executive Vice President and Chief Financial Officer