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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A 12B/A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(B) OR (G) OF THE
SECURITIES EXCHANGE ACT OF 1934
PAMECO CORPORATION (FORMERLY KNOWN AS NEW PAMECO GEORGIA CORPORATION)
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Georgia 51-0287654
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(STATE OF INCORPORATION OR ORGANIZATION) (I.R.S. EMPLOYER IDENTIFICATION NO.)
1000 Center Place, Norcross, Georgia 30093
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(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
CLASS A COMMON STOCK, PAR VALUE $0.01 PER SHARE NEW YORK STOCK EXCHANGE
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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 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:
NONE
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(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
Incorporated herein by reference is the description of common stock
set forth under the heading "Description of Capital Stock" contained
in the Registrant's Registration Statement on Form S-1, as amended,
under the Securities Act of 1933, as amended, initially filed on March
27, 1997.
ITEM 2. EXHIBITS.
II.3.1 Amended and Restated Articles of Incorporation of Registrant
(incorporated herein by reference to Exhibit 3.1 to Amendment No. 1 to
the Registrant's Registration Statement on Form S-1, as amended
(Registration No. 333-24043) under the Securities Act of 1933, as
amended, filed on May 1, 1997.
II.3.2 Amended and Restated Bylaws of Registrant (incorporated herein
by reference to Exhibit 3.2 to Amendment No. 1 to the Registrant's
Registration Statement on Form S-1, as amended (Registration No. 333-
24043) under the Securities Act of 1933, as amended, filed on May 1,
1997.
II.4.1 Specimen of form of certificate representing shares of Class A
Common Stock of Registrant, par value $0.01 per share (incorporated by
reference to Exhibit 4.1 to Amendment No. 2 to the Registrant's
Registration Statement on Form S-1, as amended (Registration No. 333-
24043) under the Securities Act of 1933, as amended, filed on May 19,
1997.
II.10.13 Amendment No. 1 to Stockholders' Agreement, dated as of June
16, 1994, among the Registrant, the Investor Group, The Bank of Nova
Scotia, Brian R. Esher and certain employees of the Company,
(incorporated herein by reference to Exhibit 10.13 to the Registrant's
Registration Statement on Form S-1, as amended (Registration No. 333-
24043) under the Securities Act of 1933, as amended, filed on March
27, 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.
June 3, 1997 PAMECO CORPORATION (FORMERLY KNOWN
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AS NEW PAMECO GEORGIA CORPORATION)
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(Registrant)
By:
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Theodore R. Kallgren
Chief Financial Officer
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