<PAGE>
<PAGE>
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
IMC Mortgage Company
------------------------------------------------------
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C>
Florida 59-3350574
- ---------------------------------------- ------------------------------------
(State of incorporation or organization) (I.R.S. Employer Identification No.)
3450 Buschwood Park Drive
Tampa Florida 33618
- --------------------------------------- ------------------------------------
(Address of principal executive offices) (Zip Code)
If this Form relates to the registration If this Form relates to the registration
of a class of debt securities and is of a class of debt securities and is to
effective upon filing pursuant to General become effective simultaneously with the
Instruction A(c)(1) please check the effectiveness of a concurrent registration
following box [ ] statement under the Secrities Act of 1933
pursuant to General Instruction A(c)(2)
please check the following box [ ]
Securities to be registered pursuant to Section 12(b) of the Act:
Not Applicable
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $.01 par value, of Registrant
-------------------------------------------
(Title of Class)
</TABLE>
<PAGE>
<PAGE>
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
IMC Mortgage Corporation (the "Company") will offer up to 3,100,000
(excluding the over-allotment option) shares of the Company's common stock,
$0.01 per share (the "Common Stock") pursuant to a Registration Statement on
Form S-1 (No. 333-3954) under the Securities Act of 1933, as amended filed with
the Securities and Exchange Commission on April 24, 1996, as amended (the
"Registration Statement"). A description of the Common Stock meeting the
Requirements of this item appears under the heading "DESCRIPTION OF CAPITAL
STOCK" of the Prospectus in the Registration Statement and is incorporated
herein by this reference.
Item 2. Exhibits
<TABLE>
<CAPTION>
Exhibit
Number Description
------- ------------
<S> <C> <C>
1 Form Common Stock Certificate
2 Registrant's Amended and Restated Incorporated herein by reference to
Certificate of Incorporation, as Exhibit 3.1 to the Company's
amended Registration Statement on Form S-1
filed on April 24, 1996
2 Registrant's By-Laws, as amended Incorporated herein by reference to
Exhibit 3.2 to the Company's
Registration Statement on Form S-1
filed on April 24, 1996
</TABLE>
Page 2 of 3 Pages
<PAGE>
<PAGE>
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.
IMC MORTGAGE COMPANY
By: /s/ Thomas Middleton
Name: Thomas Middleton
Title: President
Date: June 12, 1996
Page 3 of 3 Pages
<PAGE>
<TABLE>
<S> <C> <C>
NUMBER SHARES
IMC [LOGO] IMC MORTGAGE
COMPANY
INCORPORATED UNDER THE LAWS OF THE STATE OF FLORIDA SEE REVERSE FOR CERTAIN DEFINITIONS
CUSIP 449923 10 1
THIS CERTIFIES THAT
IS THE OWNER OF
FULLY-PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK, $.01 PAR VALUE, OF
IMC MORTGAGE COMPANY
transferable on the books of the Corporation by the holder hereof in person or by duly authorized attorney upon surrender of this
Certificate properly endorsed. This Certificate and the shares represented hereby are issued and shall be held subject to all the
provisions of the Corporation's Articles of Incorporation and any amendments thereof, copies of which are on file with the Transfer
Agent, to all the provisions of which the holder hereof by acceptance of this Certificate assents. This Certificate is not valid
until countersigned by the Transfer Agent and registered by the Registrar.
WITNESS the facsimile Seal of the Corporation and the facsimile signatures of its duly authorized officers.
Dated:
[CORPORATE SEAL]
/s/ LAURIE S. WOCKENFUSS /S/ GEORGE NICHOLAS
VICE PRESIDENT AND SECRETARY CHAIRMAN AND CHIEF EXECUTIVE OFFICER
COUNTERSIGNED AND REGISTERED:
AMERICAN STOCK TRANSFER & TRUST COMPANY
TRANSFER AGENT AND REGISTRAR
BY
AUTHORIZED SIGNATURE
</TABLE>
<PAGE>
<PAGE>
<TABLE>
<S> <C>
IMC MORTGAGE COMPANY
This Corporation will furnish without charge to each shareholder who so requests, a copy of the designations, powers,
preferences and relative, participating, optional or other special rights of each class of stock or series thereof and the
qualifications, limitations or restrictions of such preferences and/or rights. Any such requests may be addressed to the Secretary
of the Corporation.
The following abbreviations, when used in the inscription on the face of this Certificate, shall be construed as though they
were written out in full according to applicable laws or regulations:
TEN COM -- as tenants in common UNIF GIFT MIN ACT --...............Custodian...............
TEN ENT -- as tenants by the entireties (Cust) (Minor)
JT TEN -- as joint tenants with right of under Uniform Gifts to Minors
survivorship and not as tenants Act ..................................
in common (State)
UNIF TRANS MIN ACT -- ................Custodian .............
(Cust) (Minor)
under Uniform Transfers to Minors
Act..................................
(State)
Additional abbreviations may also be used though not in the above list.
For value received, ___________________________________________________________________________hereby sell, assign and transfer unto
PLEASE INSERT SOCIAL SECURITY OR OTHER
INDENTIFYING NUMBER OF ASSIGNEE
[ ]
____________________________________________________________________________________________________________________________________
(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE OF ASSIGNEE)
____________________________________________________________________________________________________________________________________
____________________________________________________________________________________________________________________________________
____________________________________________________________________________________________________________________________________
______________________________________________________________________________________________________________________________shares
of the Stock represented by the within Certificate, and do hereby irrevocably constitute and appoint
____________________________________________________________________________________________________________________________Attorney
to transfer the said stock on the Books of the within-named Corporation with full power of substitution in the premises.
Dated ______________________________________________
______________________________________________________________________
Signature
______________________________________________________________________________________________
NOTICE: THE SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME AS WRITTEN UPON THE FACE OF THE
CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER.
SIGNATURE(S) GUARANTEED: ______________________________________________________________________________________________
THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (BANKS,
STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN AN
APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM), PURSUANT TO S.E.C. RULE 17Ad-15.
</TABLE>
<PAGE>