CITRUS FINANCIAL SERVICES INC
8-A12G, 1999-05-20
NATIONAL COMMERCIAL BANKS
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                       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

                         CITRUS FINANCIAL SERVICES, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


               Florida                                    65-0136504
- ----------------------------------------    ------------------------------------
(State of incorporation or organization)    (I.R.S. Employer Identification No.)


      1717 Indian River Boulevard, Suite 100       Vero Beach, Florida  32960
      --------------------------------------       -------------------  -----
     (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                                  None
           -------------------             ------------------------------

     If this Form relates to the registration of a class of securities  pursuant
to  Section  12(b) of the  Exchange  Act and is  effective  pursuant  to General
Instruction A.(c), check the following box. [ ]

     If this Form relates to the registration of a class of securities  pursuant
to  Section  12(g) of the  Exchange  Act and is  effective  pursuant  to General
Instruction A. (d), check the following box. [ X ]

     Securities  Act  registration  statement  file  number  to which  this form
relates: 333-67613 (if applicable)

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


                    Common Stock, Par Value $3.15 per share
                    ---------------------------------------
                               (Title of Class)



<PAGE>


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

     The  Registrant  hereby  incorporates  by reference the  description of its
common  stock,   par  value  $3.15  per  share,   contained  under  the  heading
"DESCRIPTION  OF CAPITAL STOCK" in the Prospectus  included in its  Registration
Statement on Form SB-2,  Registration No. 333-67613  ("Registration  Statement")
originally filed with the Commission on November 20, 1998.

Item 2.  Exhibits

     Exhibit No.                   Description
     -----------                   -----------

         1     Articles of  Incorporation  and the Bylaws of Registrant filed as
               Exhibits  3.1  and  3.2  to  the  Company's   S-18   Registration
               Statement,  File No. 33-29696-A,  and Amendments to Bylaws of the
               Company  filed as an exhibit to the  Company's  1995 1st  quarter
               10Q, are hereby incorporated by reference.

         2     Specimen  Common  Stock  Certificate  filed  as  Exhibit  4.1  to
               Registration  Statement No. 333-67613,  is hereby incorporated by
               reference.



                                    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.

Registrant:      Citrus Financial Services, Inc.
                 -------------------------------

Date:             May 19, 1999
                 -------------------------------

By :             /s/ Josh C. Cox, Jr.
                 -------------------------------
                 Josh C. Cox, Jr.
                 President/Chief Executive Officer




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