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UNITED STATES
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
Nasdaq-100 Trust, Series 1
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(Exact name of Registrant as specified in its charter)
New York 52-2144264
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(State of Incorporation or organization) (I.R.S. Employer Identification No.)
Nasdaq Financial Products Services, Inc.,
c/o The Nasdaq Stock Market, Inc.
9513 Key West Avenue, Rockville, MD 20850
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(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 registered each class is to be registered
Units of undivided beneficial interest in the The Nasdaq Stock Market, Inc.
Nasdaq-100 Trust, Series 1
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. |_|
If this form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box. |X|
Securities Act registration statement file number to which this form relates:
_________________________(if applicable)
Securities to be registered pursuant to Section 12(g) of the Act:
Units of beneficial interest in the Nasdaq-100 Trust, Series 1
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(Title of class)
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
Reference is made to the sections captioned "Essential Information as of
September 30, 2003", "Highlights", "the Trust", "The Portfolio" and "Redemption
of Nasdaq-100 Shares" in the Registrant's prospectus dated January 30, 2004
forming a part of Post Effective Amendment No. 10 to the Registration Statement
on Form S-6 (Securities Act File No. 333-61001, as filed with the Securities and
Exchange Commission on January 30, 2004 (the "Registration Statement on Form
S-6") which is hereby incorporated by reference.
Item 2. Exhibits.
List below all exhibits filed as part of the registration statement:
A. The following exhibit to this registration statement on Form 8-A has
been filed with the Commission and the Nasdaq Stock Market, Inc. and are hereby
incorporated by reference.
Post-Effective Amendment No. 10 to the Registration Statement on Form
S-6.
B. Forms of the following exhibits to this registration statement on
Form 8-A have been filed with the Commission as part of an Amendment No. 3 to
the Registration Statement on Form S-6, and with the Nasdaq Stock Market, Inc.
and are hereby incorporated by reference:
(1) Standard Terms and Conditions of Trust between Nasdaq-Amex
Investment Product Services, Inc., as Sponsor (the "Sponsor), and The Bank of
New York, as Trustee (the "Trustee")
(2) Trust Indenture and Agreement between the Sponsor and the
Trustee
(3) Form of Participant Agreement to be entered into among the
Trustee, ALPS Mutual Funds Services, Inc., as distributor, and various
broker-dealers, as participants.
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.
(Registrant) Nasdaq-100 Trust, Series 1
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Date November 30, 2004
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By Nasdaq Financial Products Services, Inc., its Sponsor
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*Print the name and title of the signing officer under his signature.
by: /s/ John L. Jacobs
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Name
President
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Title
INSTRUCTIONS AS TO EXHIBITS
If the securities to be registered on this form are to be registered on an
exchange on which other securities of the registrant are registered, or are to
be registered pursuant to Section 12(g) of the Act, copies of all constituent
instruments defining the rights of the holders of each class of such securities,
including any contracts or other documents which limit or qualify the rights of
such holders, shall be filed as exhibits with each copy of the registration
statement filed with the Commission or with an exchange, subject to Rule 12b-32
regarding incorporation of exhibits by reference.
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