FPIC INSURANCE GROUP INC
8-A12G/A, 1996-07-30
LIFE INSURANCE
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<PAGE>   1
                      SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, DC  20549

                            ---------------------

                                   FORM 8-A/A

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

                          FPIC INSURANCE GROUP, INC.
                          --------------------------
            (Exact name of registrant as specified in its charter)


                   Florida                              59-3359111
          ------------------------                 ------------------
          (State of Incorporation                     (IRS Employer
          or Organization)                         Identification No.)

          1000 Riverside Avenue, Suite 800
          Jacksonville, Florida                           32204
          ---------------------------------------  ------------------
          (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 so Registered             Each Class is to be Registered
             -------------------             ------------------------------

                     None
          ----------------------------       ------------------------------

          ----------------------------       ------------------------------


If this Form relates to the registration of a class of debt securities and is
effective filing pursuant to General Instruction A(c)(1) please check the
following box.  [ ]

If this Form relates to the registration of a class of debt securities and is
to become effective simultaneously with the effectiveness of a concurrent 
registration statement under the Securities Act of 1933 pursuant to General 
Instruction A(c)(2) please check the following box.  [ ]

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

                         Common Stock, par value $.10
                         ----------------------------
                               (Title of class)
<PAGE>   2

Item 1.  Description of Registrant's Securities to be Registered
         -------------------------------------------------------

        The description of the Common Stock of FPIC Insurance Group, Inc., a
Florida corporation (the "Registrant"), par value $.10 per share (the "Common
Stock") is hereby incorporated by reference to the "Description of Capital
Stock" section contained in the Registrant's Registration Statement on Form
S-1, as amended (File No. 333-4585), which was first filed with the Securities
and Exchange Commission (the "Commission") on May 24, 1996.

Item 2.  Exhibits
         --------

      EXHIBIT
      NUMBER                       EXHIBIT
      ------                       -------

    3(a)                Restated Articles of Incorporation of the Registrant
                        (incorporated by reference to Exhibit 3(a) of the 
                        Registrant's Registration Statement on Form S-4 
                        (File No. 333-2040), first filed with the Commission
                        on March 7, 1996). 

    3(b)                Bylaws of the Registrant (incorporated by reference to
                        Exhibit 3(b) of the Registrant's Registration 
                        Statement on Form S-4 (File No. 333-2040), first filed
                        with the Commission on March 7, 1996).

    4                   Specimen certificate of the Common Stock to be
                        registered hereunder (incorporated by reference to
                        Exhibit 4 of the Registrant's Registration Statement
                        on Form S-1 (File No. 333-4585), first filed with the
                        Commission on May 24, 1996).

                                  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.

                                        FPIC Insurance Group, Inc.



                                        By:  /s/ Steven R. Smith
                                             ----------------------
                                             Steven R. Smith
                                             Executive Vice President and
                                             Chief Operating Officer


Dated:  July 30, 1996      


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