1 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 Flagstar Trust - -------------------------------------------------------------------------------- (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Delaware 38-3150651 - -------------------------------------------------------------------------------- (State of incorporation or organization) (I.R.S. Employer Identification No.) 5151 Corporate Drive, Troy, Michigan 48098-2639 - -------------------------------------------------------------------------------- (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 securities pursuant to Section 12(b) of the pursuant to Section 12(g) of the Exchange Act and is effective Exchange Act and is effective pursuant to General Instruction pursuant to General Instruction A.(c), please check the following A.(d), please check the following box. [X] box. [ ] 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 ------------------- ------------------------------ Preferred Stock, Liquidation Amount New York Stock Exchange $25.00 Per Preferred Security Securities to be registered pursuant to Section 12(g) of the Act: None - -------------------------------------------------------------------------------- 2 ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED The information required by this Item is included under the captions "Description of the Preferred Securities" (pages 24-37) and "Risk Factors - Preferred Securities Risk Factors" (pages 7-10) of the Prospectus included as part of the Registrant's Registration Statement on Form S-3, File No. 333-75147-01, as initially filed on March 26, 1999 (the "Form S-3"), and thereafter amended, which information is incorporated herein by reference to the Form S-3. ITEM 2. EXHIBITS The following exhibits have been filed with the Securities and Exchange Commission: 1. Certificate of Trust of Flagstar Trust, incorporated by reference to Exhibit 4.1 of Registration Statement on Form S-3, Registration Statement No. 333-75147-01. 2. Amended and Restated Trust Agreement of Flagstar Trust, incorporated by reference to Exhibit 4.3 of Registration Statement on Form S-3, Registration Statement No. 333-75147-01. 2 3 SIGNATURES 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. Flagstar Trust By: /s/ Thomas J. Hammond ------------------------------------------- Name: Thomas J. Hammond Title: Administrative Trustee Dated: June 28, 2001