<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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
AMERIPATH, INC.
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 65-0642485
-------------------------------- --------------------
(State of incorporation (I.R.S. Employer
or organization) Identification No.)
7289 Garden Road
Suite 200
Riviera Beach, Florida 33404
---------------------------------------- --------------------
(Address of principal executive offices) (Zip Code)
If this Form relates to the registration of a class of debt securities and is
effective upon 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. [ ]
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
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $.01 par value
----------------------------------
(Title of Class)
<PAGE> 2
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
Reference is made to the discussion of the Registrant's Common Stock
in the section entitled "Description of Capital Stock" contained in the
Registrant's Registration Statement on Form S-1 (File No. 333-17065), first
filed with the Securities and Exchange Commission on November 27, 1996 (as
amended, the "Registration Statement"), which disclosures are incorporated
by reference herein.
ITEM 2. EXHIBITS.
The securities to be registered are being registered pursuant to
Section 12(g) of the Securities Exchange Act of 1934 and will be quoted on the
Nasdaq National Market, on which no other securities of the Registrant are also
quoted. Therefore, the following exhibits will be filed with each copy of this
Registration Statement filed with the Securities and Exchange Commission or
with the Nasdaq National Market.
3.1 Amended and Restated Certificate of Incorporation*
3.2 Amended and Restated Bylaws*
4.1 Form of Common Stock certificate*
- -------------------------
* These Exhibits are incorporated herein by reference to the Exhibits to the
Registration Statement.
- 2 -
<PAGE> 3
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, Registrant has duly caused this Registration Statement to be
signed on its behalf by the undersigned, thereunto duly authorized.
AMERIPATH, INC.
By: /s/ James C. New
-------------------------------------
James C. New
President and Chief Executive Officer
Dated: March 27, 1997
- 3 -
