SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
THE CHUBB CORPORATION
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(Exact name of registrant as specified in its charter)
New Jersey 13-2595722
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(State of incorporation or (IRS Employer Identification No.)
organization)
15 Mountain View Road,
Warren, New Jersey 07061-1615
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(Address of principal executive
offices of registrant) (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
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Equity Units ("Equity Units") issued New York Stock Exchange
as Corporate Units ("Corporate
Units") by The Chubb Corporation
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. [X]
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)(2), check the following box. [ ]
Securities Act registration statement file number to which this form
relates: 333-104310
Securities to be registered pursuant to Section 12(g) of the Act: None
Item 1 Description of Registrant's Securities to be Registered.
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The class of securities to be registered hereby are the Equity Units
("Equity Units"), issued as Corporate Units ("Corporate Units"), of The
Chubb Corporation, a New Jersey corporation (the "Company").
For a description of the Equity Units and Corporate Units, reference is
made to the description of stock purchase units under the caption
"Description of Stock Purchase Contracts and Stock Purchase Units" in
the Company's Registration Statement on Form S-3 (Registration No.
333-104310), filed with the Securities and Exchange Commission on April
4, 2003, as amended by Amendment No. 1 thereto, filed with the
Securities and Exchange Commission on June 16, 2003, and to the
prospectus supplement, dated June 18, 2003 filed with the Securities
and Exchange Commission on June 19, 2003, pursuant to Rule 424(b)(4)
under the Securities Act of 1933, as amended, which descriptions are
hereby incorporated by reference herein.
Item 2 Exhibits.
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1.1 Registration Statement on Form S-3 (Registration No.
333-104310) filed with the Securities and Exchange Commission
on April 4, 2003 by the Company, is incorporated herein by
reference.
4.1 Restated Certificate of Incorporation of the Company
(incorporated herein by reference to Exhibit 3 of the
Company's Quarterly Report on Form 10-Q for the quarterly
period ended June 30, 1996).
4.2 Certificate of Amendment to the Restated Certificate of
Incorporation of the Company (incorporated herein by
reference to Exhibit 3 of the Company's Annual Report on Form
10-K for the year ended December 31, 1998).
4.3 Certificate of Correction of Certificate of Amendment to the
Restated Certificate of Incorporation of the Company
(incorporated herein by reference to Exhibit 3 of the
Company's Annual Report on Form 10-K for the year ended
December 31, 1998).
4.4 By-Laws of the Company, (incorporated herein by reference to
Exhibit 3 of the Company's first amendment to its Annual
Report on Form 10-K for the year ended December 31, 2002).
4.5 Senior Indenture, dated as of October 25, 1989, between the
Company and Bank One Trust Company, N.A., as successor in
interest to The First National Bank of Chicago relating to
Senior Debt Securities (incorporated herein by reference to
Exhibit 4(a) to the Registration Statement on Form S-3
(Registration No. 33-31796)).
4.6 Supplemental Indenture No. 1, dated as of March 18, 2003, to
the Senior Indenture filed as Exhibit 4.5 hereto, between the
Company and Bank One Trust Company, N.A. relating to the
Senior Debt Securities (incorporated herein by reference to
Exhibit 4.29 to the Registration Statement on Form S-3
(Registration No. 333-104310)).
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4.7 Form of Global Note (included in the Indenture filed as
Exhibit 4.5 hereto).
4.8 Purchase Contract Agreement, dated as of June 24, 2003,
between the Company and Bank One Trust Company, N.A. as
Purchase Contract Agent (incorporated herein by reference to
Exhibit 4.1 to the Current Report on Form 8-K of the Company,
filed on June 25, 2003).
4.9 Pledge Agreement, dated as of June 24, 2003, between the
Company and BNY Midwest Trust Company as Collateral Agent,
Custodial Agent and Securities Intermediary and Bank One
Trust Company, N.A. as Purchase Contract Agent (incorporated
herein by reference to Exhibit 4.2 to the Current Report on
Form 8-K of the Company, filed on June 25, 2003).
4.10 Form of Corporate Unit Certificate (included in the Form of
Purchase Contract Agreement filed as Exhibit 4.8 hereto).
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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.
THE CHUBB CORPORATION
By: /s/ HENRY G. GULICK
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Name: Henry G. Gulick
Title: Vice President and Secretary
Dated: June 25, 2003
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