AMRESCO INC
8-A12B, 1996-07-03
INVESTMENT ADVICE
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                                    FORM 8-A

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                                 AMRESCO, INC.
             (Exact name of registrant as specified in its charter)



              DELAWARE                                      59-1781257
(State of incorporation or organization)      (IRS Employer Identification No.)


                          1845 WOODALL RODGERS FREEWAY
                                   SUITE 1700
                              DALLAS, TEXAS  75201
          (Address of principal executive offices, including 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 box.  [  ]

               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:
       ____% SENIOR NOTES, SERIES             NEW YORK STOCK EXCHANGE
            1996-A DUE 1999                 

       Securities to be registered pursuant to Section 12(g) of the Act:
                                      NONE
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ITEM 1.  DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.

         Reference is made to the information set forth (i) under the caption
entitled "Description of the Notes" in the Prospectus Supplement to be filed by
amendment pursuant to Rule 424(b) promulgated under the Securities Act of 1933
and (ii) under the caption  entitled "Description of Securities -- Debt
Securities" in the Prospectus, filed by AMRESCO, INC. (the "Company") with the
Securities and Exchange Commission pursuant to the Securities Act of 1933, as
amended, relating to the Company's Registration Statement on Form S-3, as
amended (File No.  333-6031), which is incorporated herein by reference.     


ITEM 2.  EXHIBITS.

         I.      Part I of the Instructions as to Exhibits on Form 8-A is not
                 applicable to this filing.

         II.     In accordance with Part II to the Instructions as to Exhibits
                 on Form 8-A, no documents will be filed with, or incorporated
                 by reference in, this Registration Statement.  Copies of
                 certain documents will, however, be filed with each copy of
                 the Registration Statement filed with the New York Stock
                 Exchange.





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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.

                                      AMRESCO, INC.
                                      
                                      
                                      
Date:  July 3, 1995                   By:      /s/ L. KEITH BLACKWELL
                                               -------------------------------
                                               L. Keith Blackwell
                                               Vice President, General Counsel
                                                 and Secretary





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