Mandatory Common Exchange Trust – ‘8A12BT’ on 8/1/97 – ‘8-A12B’

As of:  Friday, 8/1/97   ·   Accession #:  950172-97-721   ·   File #s:  1-13235 (8-A12B), 1-13235   ·   Correction:  This Filing’s Metadata was Corrected ® by the SEC on 9/11/97.

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Registration of a Class of Securities   —   Form 8-A   —   Sect. 12(b) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-A12B      Registration of a Class of Securities                  2±    11K 
 2: EX-99       Exhibit (A)                                            2±     7K 

‘8-A12B’   —   Registration of a Class of Securities
Document Table of Contents

SECURITIES AND EXCHANGE COMMISSION  
WASHINGTON, DC 20549  

_______________     

FORM 8-A    

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES     
PURSUANT TO SECTION 12(b) or 12(g) OF THE     
SECURITIES EXCHANGE ACT OF 1934     

Mandatory Common Exchange Trust   
----------------------------------------------------------      
(Exact Name of Registrant as Specified in its Charter)          

       Delaware                           13-7099619
----------------------------------------     -------------------  
(State of Incorporation or Organization)      (I.R.S. Employer    
                                           Identification no.)

245 Park Avenue                         
    New York, New York                     10167
----------------------------------------       ---------------    
(Address of Principal Executive Offices)         (Zip Code)       

If this form related to the            If this form relates to the
registration of a class of debt        registration of a class of 
securities and is effective upon       debt securities and is to  
filing pursuant to General             become effective simulta-  
Instruction A(c)(1) please check       neously with the effective-
the following box.  ( )                ness of a concurrent       
                                        registration statement under
                                      the Securities Act of 1933
                               pursuant to General
                                      Instruction A(c)(2) please
                                           check the following box.    (X)

     Securities to be registered pursuant to Section 12(b) of the Act:

                                         Name of each exchange
  Title of each class                     on which each class is
to be so registered                     to be registered    
  -------------------                     ----------------------
   Mandatory Exchange Securities           American Stock Exchange

     Securities to be registered pursuant to Section 12(g) of the Act:

    None
   -----------------
    (Title of Class)

ITEM 1.  DESCRIPTION OF REGISTRANT'S SECURITIES TO BE       
REGISTERED.                               

The sections captioned "Investment Objective and            
Policies" and "The TIMES" in the Registrant's preliminary   
prospectus dated August 1, 1997 forming a part of Pre-      
Effective Amendment No. 1 to the Registrant's               
Registration Statement on Form N-2 (No. 333-15927) is       
incorporated herein by reference.                           

ITEM 2. EXHIBITS.                                           

(I) The following exhibits have been filed with the         
 Securities and Exchange Commission (the "Commission")

(1)  Form of specimen Certificate of Trust Issued           
Mandatory Exchange Securities.                    

(2)  Incorporated by reference is the Registrant's          
Registration Statement on Form N-2 (File Nos. 333-
15927 and 811-7847) filed with the Securities and 
Exchange Commission on November 12, 1996 and Pre- 
Effective Amendment No. 1 to the Registration     
Statement on Form N-2 file with the Securities and
Exchange Commission on July 31, 1997.             

(3)  The Declaration of Trust is incorporated by            
reference to Exhibit 2(a)(i) of Pre-Effective     
Amendment No. 1 to the Registration Statement on  
Form N-2 (File Nos. 333-15927 and 811-7847) filed 
 with the Securities and Exchange Commission on July
31, 1997.                                         

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.         

                                   Mandatory Common Exchange
               Trust
                                   -------------------------
                                (Registrant)

Date: August 1, 1997               By: /s/ Wesley M. Jones  
                                       -----------------------
                                      Name:  Wesley M. Jones
                               Title:  Trustee

EXHIBITS  

(a) Form of Specimen Certificate of Trust Issued            
Mandatory Exchange Securities.                      

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8A12BT’ Filing		Date		Other Filings
Corrected on:		9/11/97		N-2/A
Filed on:		8/1/97		N-2/A
		7/31/97
		11/12/96		N-2
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