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As filed with the Securities and Exchange Commission on May 1, 2000 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 FIRST NATIONAL BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) South Carolina 58-2466370 (State of incorporation or organization) (IRS Employer Identification No.) 451 E. St. John Street Spartanburg, South Carolina 29302 (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 pursuant Exchange Act and is effective pursuant to General Instruction A.(c), please to General Instruction A.(d), please check the following box. |_| check the following box. |X| Securities Act registration statement file number to which this form relates: 333-87503 --------- Securities to be registered pursuant to Section 12(b)of the Act: None Securities to be registered pursuant to Section 12(g) of the Act: Common Stock (Title of class) ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED. For information with respect to the common stock, par value $.01 per share (the "Common Stock"), of First National Bancshares, Inc., a South Carolina corporation (the "Registrant"), see the information under the captions "Description of Capital Stock" and "Dividend Policy" contained in the Registrant's Registration Statement on Form SB-2 filed with the Securities and Exchange Commission on September 21, 1999, as amended on November 3, 1999, as such Registration Statement may be amended further from time to time (as so amended, the "Form SB-2"). The Registration Statement is deemed to be incorporated herein by reference. ITEM 2. EXHIBITS. The following exhibits are filed as a part of the Registration Statement: Exhibit No. Description - ------- ----------- 3.1 Articles of Incorporation and any Amendments thereto, (incorporated by reference to Exhibit 3.1 of Registration Statement on Form SB-2, Registration No. 333-87503). 3.2 Bylaws (incorporated by reference to Exhibit 3.2 of Registration Statement on Form SB-2, Registration No. 333-87503). 4.1 See Exhibits 3.1 and 3.2 for provisions of the Articles of Incorporation and Bylaws of the Company defining rights of holders of the Company's Common Stock (incorporated herein by reference to Exhibits 3.1 and 3.2 to the Registrant's Form SB-2 Registration Statement File No. 333-87503). 4.2 Form of certificate of common stock (incorporated by reference to Exhibit 4.2 to the Registration Statement on Form SB-2, Registration No. 333-87503). 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. FIRST NATIONAL BANCSHARES, INC. (Registrant) By: /s/ Jerry L. Calvert --------------------------- Jerry L. Calvert Chief Executive Officer Date: May 1, 2000 EXHIBIT INDEX Exhibit No. Description - ------- ----------- 3.1 Articles of Incorporation and any Amendments thereto, (incorporated by reference to Exhibit 3.1 of Registration Statement on Form SB-2, Registration No. 333-87503). 3.2 Bylaws (incorporated by reference to Exhibit 3.2 of Registration Statement on Form SB-2, Registration No. 333-87503). 4.1 See Exhibits 3.1 and 3.2 for provisions of the Articles of Incorporation and Bylaws of the Company defining rights of holders of the Company's Common Stock (incorporated herein by reference to Exhibits 3.1 and 3.2 to the Registrant's Form SB-2 Registration Statement File No. 333-87503). 4.2 Form of certificate of common stock (incorporated by reference to Exhibit 4.2 to the Registration Statement on Form SB-2, Registration No. 333-87503).