<PAGE>

   As filed with the Securities and Exchange Commission on November 6, 2000
                                                      File No. 333-_____________

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                            REGISTRATION STATEMENT
                                   FORM S-8
                                     UNDER
                          THE SECURITIES ACT OF 1933

                              PAMECO CORPORATION
              --------------------------------------------------
              (Exact Name of Issuer as Specified in its Charter)


               DELAWARE                               51-0287654
    -------------------------------          ----------------------------
    (State or Other Jurisdiction of                (I.R.S. Employer
    Incorporation or organization)              Identification Number)

                              PAMECO CORPORATION
                               1000 Center Place
                            Norcross, Georgia 30093
                                (404) 798-0700
--------------------------------------------------------------------------------
    (Address and Telephone Number of Issuer's Principal Executive offices)

                             1999 Stock Award Plan
--------------------------------------------------------------------------------
                           (Full Title of the Plans)

                                Dixon R. Walker
                               1000 Center Place
                            Norcross, Georgia 30093
                                (770) 798-0700
--------------------------------------------------------------------------------
(Name, Address and Telephone Number, Including Area Code, of Agent for Service)

                                  Copies to:

                            G. William Speer, Esq.
                    POWELL, GOLDSTEIN, FRAZER & MURPHY LLP
                                Sixteenth Floor
                          191 Peachtree Street, N.E.
                            Atlanta, Georgia 30303
                                (404) 572-6600

                        Calculation of Registration Fee
<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------
                                        Proposed Maximum  Proposed Maximum
Title of Securities   Amount to          Offering Price       Aggregate            Amount of
 to be Registered   be Registered         Per Share(1)    Offering Price(1)  Registration Price(1)
--------------------------------------------------------------------------------------------------
<S>                 <C>                 <C>               <C>                <C>
Common Stock        1,429,166 shares(2)      $2.19           $3,126,300.62          $825.34
</TABLE>

(1)  Determined in accordance with Rule 457(c) under the Securities Act of 1933,
     based on the average of the high and low prices on the New York Stock
     Exchange on November 1, 2000. Estimated solely for the purposes of
     calculating the registration fee pursuant to Rule 457 (c) and (h).
(2)  Representing shares of the Registrant's common stock, $.01 par value (the
     "Common Stock"), that may be issued and sold by the Registrant in
     connection with the Registrant's 1999 Stock Award Plan. This Registration
     Statement also covers such indeterminable number of additional shares as
     may become issuable to prevent dilution in the event of stock splits, stock
     dividends or similar transactions.
<PAGE>

PART I.      INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

     The documents containing the information specified in Part I of the
     instruction to the Registration Statement on Form S-8 have been or will be
     sent or given to employees of the Registrant selected to participate in the
     Plan listed on the cover of this Registration Statement as required by Rule
     428 (b) (1) promulgated by the Securities and Exchange Commission (the
     "Commission") under the Securities Act of 1933, as amended (the "Securities
     Act"). Such documents are not being filed with the Commission but
     constitute (along with the documents incorporated by reference into this
     Registration Statement pursuant to Item 3 of Part II hereof), a prospectus
     that meets the requirements of Section 10(a) of the Securities Act.

PART II.      INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.             Incorporation of Documents by Reference

     The following documents are incorporated by reference into this
Registration Statement and are deemed to be a part hereof from the date of the
filing of such documents:

     (1)  Annual Report on Form 10-K, filed by the Registrant on May 18, 2000.

     (2)  Quarterly Report on Form 10-Q, filed by the Registrant on July 17,
          2000.

     (3)  Quarterly Report on Form 10-Q, filed by the Registrant on October 16,
          2000.

     (4)  The description of the Registrant's Common Stock contained in the
          Registrant's Registration Statement filed pursuant to Section 12 of
          the Securities Exchange Act of 1934, as amended (the "Exchange Act")
          on Form 8-A, as amended (Commission File No. 001-12837).

     (5)  All other documents subsequently filed by the Registrant pursuant to
          Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act prior to the
          filing of a post-effective amendment which indicates that all
          securities offered pursuant to this Registration Statement have been
          sold or which deregisters all securities that remain unsold.

Item 6.   Indemnification of Directors and Officers

          As provided under Delaware law, the Registrant's Certificate of
          Incorporation provides that the Registrant shall indemnify any
          director or officer of the Registrant's, any person who was or is a
          party, or who is threatened to be made such a party, to any
          threatened, pending or completed action, suit or proceeding whether
          civil, criminal, administrative or investigative by reason of the fact
          that he or she is or was a director or officer of the Registrant,
          against expenses (including fees for legal counsel), judgments, fines
          and amounts paid in settlement actually and reasonably incurred by him
          or her in connection with such action, suit or proceeding if he or she
          (a) acted in good faith and in a manner he or she reasonably believed
          to be in, or not opposed to, the best interests of the Registrant and
          (b) with respect to any criminal proceeding, had no reasonable cause
          to believe his or her conduct was unlawful.

                                      -2-
<PAGE>

          Additionally, the Registrant's Certificate of Incorporation provides
          that the Registrant shall indemnify any director or officer of the
          Registrant who was or is a party (other than a party suing in the
          right of the Registrant) or is threatened to be made a party, to any
          threatened, pending or completed action, suit or proceeding by or in
          the right of the corporation to procure a judgment in the Registrant's
          favor by reasons of the fact that he or she is or was a director or
          officer of the Registrant, against expenses (including fees for legal
          counsel) actually and reasonably incurred by him or her in connection
          with the defenses or settlement of the action, suit or proceeding if
          he or she met the standard of conduct of acting in good faith and in a
          manner he or she reasonably believed to be in, or not opposed to, the
          best interests of the Registrant. However, indemnification shall not
          be made in respect of any claim, issue or matter as to which the
          person has been adjudged to be liable to the Registrant unless and
          only to the extent that the Court of Chancery is located or the court
          in which the action, suit or proceeding was brought determines upon
          application that, despite the adjudication of liability but in view of
          all the circumstances of the case, such person is fairly and
          reasonably entitled to indemnity for the expenses that the Court of
          Chancery or other court deems proper.

          Article VII of the Registrant's Bylaws requires the Registrant to
          indemnify its directors, officers, employees and agents against
          expenses (including fees for legal counsel), judgments, fines, and
          amounts paid in settlement actually and reasonably incurred in
          connection with various types of legal actions or proceedings if the
          actions of the party being indemnified meets the standards of conduct
          specified therein. Determinations concerning whether the applicable
          standard of conduct has been met can be made by (a) the board of
          directors by a majority vote of a quorum consisting of directors who
          were not parties to such action, suit or proceeding; (b) if such a
          quorum is not obtainable, or, even if obtainable a quorum of
          disinterested directors so directs, by independent legal counsel in a
          written opinion, or (c) the stockholders.

          The Registrant has entered into Indemnification Agreements with
          certain of its directors and officers (the "Indemnified Parties").
          Under the terms of the Indemnification Agreements, the Registrant is
          required to indemnify the Indemnified Parties against certain
          liabilities arising out of their service for the Registrant. The
          Indemnification Agreements require the Registrant (i) to indemnify
          each Indemnified Party to the fullest extent permitted by law; (ii) to
          provide coverage for each Indemnified Party under the Registrant's
          directors and officers liability insurance policy and (iii) to advance
          certain expenses incurred by an Indemnified Party. The Indemnification
          Agreements provide limitations on the Indemnified Party's rights to
          indemnification in certain circumstances.

          The Registrant's directors and officers are insured against losses
          arising from any claim against them as such for wrongful acts or
          omissions, subject to certain limitations.

                                      -3-
<PAGE>

Item 8.             Exhibits

     The exhibits included as part of this Registration Statement are as
follows:

Exhibit Number           Description
--------------           -----------

4(a)                     Certificate of Incorporation of the Registrant, dated
                         July 21, 2000 [Incorporated herein by reference to
                         Exhibit 3.1 to the Current Report on Form 8-K filed
                         with the Securities and Exchange Commission on August
                         28, 2000 (File No. 001-12837).]

4(b)                     Bylaws of the Registrant [Incorporated herein by
                         reference to Exhibit C to the Registrant's Proxy
                         Statement filed with the Securities and Exchange
                         Commission on June 23, 2000 (File No. 001-12837).]

5(a)                     Opinion of Counsel to Registrant

23(a)                    Consent of Counsel to Registrant (Included in Exhibit
                         5(a))

23(b)                    Consent of Ernst & Young LLP

24(c)                    Power of Attorney (See signature page)

                                      -4-
<PAGE>

Item 9.          Undertakings

      (a)  The undersigned Registrant hereby undertakes:

           (1)  To file, during any period in which offers or sales are being
      made, a post-effective amendment to this Registration Statement:

                (i)   To include any prospectus required by Section 10(a)(3) of
           the Securities Act;

                (ii)  To reflect in the prospectus any facts or events arising
           after the effective date of the Registration Statement (or the most
           recent post-effective amendment thereof) which, individually or in
           the aggregate, represent a fundamental change in the information set
           forth in the Registration Statement. Notwithstanding the foregoing,
           any increase or decrease in volume of securities offered (if the
           total value of securities offered would not exceed that which was
           registered) and any deviation from the low or high end of the
           estimated maximum offering range may be reflected in the form of
           prospectus filed with the Commission pursuant to Rule 424(b) if, in
           the aggregate, the changes in volume and price represent no more than
           a 20% change in the maximum aggregate offering price set forth in the
           "Calculation of Registration Fee" table in the effective Registration
           Statement.

                (iii) To include any material information with respect to the
           plan of distribution not previously disclosed in the Registration
           Statement or any material change to such information in the
           Registration Statement; provided, however, that paragraphs (a)(1)(i)
           and (a)(1)(ii) do not apply if the registration statement is on Form
           S-3, Form S-8 and the information required to be included in a post-
           effective amendment by those paragraphs is contained in periodic
           reports filed by the Registrant pursuant to Section 13 or Section
           15(d) of the Exchange Act that are incorporated by reference in the
           Registration Statement.

           (2)  That, for the purpose of determining any liability under the
      Securities Act, each such post-effective amendment shall be deemed to be a
      new registration statement relating to the securities offered therein, and
      the offering of such securities at that time shall be deemed to be the
      initial bona fide offering thereof.

           (3)  To remove from registration by means of a post-effective
      amendment any of the securities being registered which remain unsold at
      the termination of the offering.

      (b)  The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the
Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Exchange Act (and, where applicable, each filing of an employee benefit plan's
annual report pursuant to Section 15(d) of the Exchange Act) that is
incorporated by reference in the Registration Statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

                                      -5-
<PAGE>

      (c)  Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the Registrant pursuant to the foregoing provisions or otherwise, the
Registrant has been advised that in the opinion of the Commission such
indemnification is against public policy as expressed in the Securities Act and
is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer or controlling person of the Registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.

                                      -6-
<PAGE>

                                  SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Atlanta, State of Georgia, on October 27, 2000.


                               PAMECO CORPORATION

                                   By: /s/ Robert J. Davis
                                      ---------------------------------
                                      Name:  Robert J. Davis
                                      Title: Chief Financial Officer


                               POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Robert J. Davis and Dixon R. Walker, or either of
them, as attorney-in-fact, having the power of substitution, for him in any and
all capacities, to sign any amendments to this Registration Statement on Form S-
8 and to file the same, with exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, hereby ratifying and
confirming all that said attorney-in-fact, or his substitute or substitutes, may
do or cause to be done by virtue hereof.

     Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities indicated on October 27, 2000.


/s/ Dixon Ray Walker              President, Chief Executive Officer
------------------------------
Dixon Ray Walker                  and Director

/s/ Robert J. Davis               Chief Financial Officer
------------------------------
Robert J. Davis

/s/ Robert J. Davis               Director
------------------------------
Robert J. Davis

/s/ Willem F.P. DeVogel           Director
------------------------------
Willem F.P. DeVogel

/s/ Earl Dolive                   Director
------------------------------
Earl Dolive

/s/ Edmund J. Freeley             Director
------------------------------
Edmund J. Freeley

/s/ Michael Ira Klein             Director
------------------------------
Michael Ira Klein

/s/ Angus C. Littlejohn, Jr.      Director
------------------------------

/s/ Harry F. Weyher III           Director
------------------------------
Harry F. Weyher III

                                      -7-
<PAGE>

                                 EXHIBIT INDEX
                                      TO
                      REGISTRATION STATEMENT ON FORM S-8

Exhibit Number           Description
--------------           -----------

4(a)                     Certificate of Incorporation of the Registrant, dated
                         July 21, 2000 [Incorporated herein by reference to
                         Exhibit 3.1 to the Current Report on Form 8-K filed
                         with the Securities and Exchange Commission on August
                         28, 2000 (File No. 001-12837).]

4(b)                     Bylaws of the Registrant [Incorporated herein by
                         reference to Exhibit C to the Registrant's Proxy
                         Statement filed with the Securities and Exchange
                         Commission on June 23, 2000 (File No. 001-12837).]

5(a)                     Opinion of Counsel to Registrant

23(a)                    Consent of Counsel to Registrant (Included in Exhibit
                         5(a))

23(b)                    Consent of Ernst & Young LLP

24(c)                    Power of Attorney (See signature page)
[{"type": "S-8", "sequence": "1", "filename": "0001.txt", "description": "FORM S-8", "secsgml_size_bytes": 20063}]
{"company-data": {"conformed-name": "PAMECO CORP", "cik": "0001036283", "assigned-sic": "4911", "irs-number": "510287654", "state-of-incorporation": "DE", "fiscal-year-end": "0228"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-49352", "film-number": "753744"}, "business-address": {"street1": "1000 CENTER PL", "city": "NORCROSS", "state": "GA", "zip": "30093", "phone": "7707980700"}, "mail-address": {"street1": "1000 CENTER PLACE", "city": "NORCROSS", "state": "GA", "zip": "30093"}, "former-company": {"former-conformed-name": "NEW PAMECO GEORGIA CORP", "date-changed": "19970326"}}
As filed with the Securities and Exchange Commission on November 6, 2000
                                                      File No. 333-_____________

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                            REGISTRATION STATEMENT
                                   FORM S-8
                                     UNDER
                          THE SECURITIES ACT OF 1933

                              PAMECO CORPORATION
              --------------------------------------------------
              (Exact Name of Issuer as Specified in its Charter)

               DELAWARE                               51-0287654
    -------------------------------          ----------------------------
    (State or Other Jurisdiction of                (I.R.S. Employer
    Incorporation or organization)              Identification Number)

                              PAMECO CORPORATION
                               1000 Center Place
                            Norcross, Georgia 30093
                                (404) 798-0700
--------------------------------------------------------------------------------
    (Address and Telephone Number of Issuer's Principal Executive offices)

                             1999 Stock Award Plan
--------------------------------------------------------------------------------
                           (Full Title of the Plans)

                                Dixon R. Walker
                               1000 Center Place
                            Norcross, Georgia 30093
                                (770) 798-0700
--------------------------------------------------------------------------------
(Name, Address and Telephone Number, Including Area Code, of Agent for Service)

                                  Copies to:

                            G. William Speer, Esq.
                    POWELL, GOLDSTEIN, FRAZER & MURPHY LLP
                                Sixteenth Floor
                          191 Peachtree Street, N.E.
                            Atlanta, Georgia 30303
                                (404) 572-6600

                        Calculation of Registration Fee
--------------------------------------------------------------------------------------------------
                                        Proposed Maximum  Proposed Maximum
Title of Securities   Amount to          Offering Price       Aggregate            Amount of
 to be Registered   be Registered         Per Share(1)    Offering Price(1)  Registration Price(1)
--------------------------------------------------------------------------------------------------
Common Stock        1,429,166 shares(2)      $2.19           $3,126,300.62          $825.34
(1)  Determined in accordance with Rule 457(c) under the Securities Act of 1933,
     based on the average of the high and low prices on the New York Stock
     Exchange on November 1, 2000. Estimated solely for the purposes of
     calculating the registration fee pursuant to Rule 457 (c) and (h).
(2)  Representing shares of the Registrant's common stock, $.01 par value (the
     "Common Stock"), that may be issued and sold by the Registrant in
     connection with the Registrant's 1999 Stock Award Plan. This Registration
     Statement also covers such indeterminable number of additional shares as
     may become issuable to prevent dilution in the event of stock splits, stock
     dividends or similar transactions.
PART I.      INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

     The documents containing the information specified in Part I of the
     instruction to the Registration Statement on Form S-8 have been or will be
     sent or given to employees of the Registrant selected to participate in the
     Plan listed on the cover of this Registration Statement as required by Rule
     428 (b) (1) promulgated by the Securities and Exchange Commission (the
     "Commission") under the Securities Act of 1933, as amended (the "Securities
     Act"). Such documents are not being filed with the Commission but
     constitute (along with the documents incorporated by reference into this
     Registration Statement pursuant to Item 3 of Part II hereof), a prospectus
     that meets the requirements of Section 10(a) of the Securities Act.

PART II.      INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.             Incorporation of Documents by Reference

     The following documents are incorporated by reference into this
Registration Statement and are deemed to be a part hereof from the date of the
filing of such documents:

     (1)  Annual Report on Form 10-K, filed by the Registrant on May 18, 2000.

     (2)  Quarterly Report on Form 10-Q, filed by the Registrant on July 17,
          2000.

     (3)  Quarterly Report on Form 10-Q, filed by the Registrant on October 16,
          2000.

     (4)  The description of the Registrant's Common Stock contained in the
          Registrant's Registration Statement filed pursuant to Section 12 of
          the Securities Exchange Act of 1934, as amended (the "Exchange Act")
          on Form 8-A, as amended (Commission File No. 001-12837).

     (5)  All other documents subsequently filed by the Registrant pursuant to
          Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act prior to the
          filing of a post-effective amendment which indicates that all
          securities offered pursuant to this Registration Statement have been
          sold or which deregisters all securities that remain unsold.

Item 6.   Indemnification of Directors and Officers

          As provided under Delaware law, the Registrant's Certificate of
          Incorporation provides that the Registrant shall indemnify any
          director or officer of the Registrant's, any person who was or is a
          party, or who is threatened to be made such a party, to any
          threatened, pending or completed action, suit or proceeding whether
          civil, criminal, administrative or investigative by reason of the fact
          that he or she is or was a director or officer of the Registrant,
          against expenses (including fees for legal counsel), judgments, fines
          and amounts paid in settlement actually and reasonably incurred by him
          or her in connection with such action, suit or proceeding if he or she
          (a) acted in good faith and in a manner he or she reasonably believed
          to be in, or not opposed to, the best interests of the Registrant and
          (b) with respect to any criminal proceeding, had no reasonable cause
          to believe his or her conduct was unlawful.

                                      -2-
Additionally, the Registrant's Certificate of Incorporation provides
          that the Registrant shall indemnify any director or officer of the
          Registrant who was or is a party (other than a party suing in the
          right of the Registrant) or is threatened to be made a party, to any
          threatened, pending or completed action, suit or proceeding by or in
          the right of the corporation to procure a judgment in the Registrant's
          favor by reasons of the fact that he or she is or was a director or
          officer of the Registrant, against expenses (including fees for legal
          counsel) actually and reasonably incurred by him or her in connection
          with the defenses or settlement of the action, suit or proceeding if
          he or she met the standard of conduct of acting in good faith and in a
          manner he or she reasonably believed to be in, or not opposed to, the
          best interests of the Registrant. However, indemnification shall not
          be made in respect of any claim, issue or matter as to which the
          person has been adjudged to be liable to the Registrant unless and
          only to the extent that the Court of Chancery is located or the court
          in which the action, suit or proceeding was brought determines upon
          application that, despite the adjudication of liability but in view of
          all the circumstances of the case, such person is fairly and
          reasonably entitled to indemnity for the expenses that the Court of
          Chancery or other court deems proper.

          Article VII of the Registrant's Bylaws requires the Registrant to
          indemnify its directors, officers, employees and agents against
          expenses (including fees for legal counsel), judgments, fines, and
          amounts paid in settlement actually and reasonably incurred in
          connection with various types of legal actions or proceedings if the
          actions of the party being indemnified meets the standards of conduct
          specified therein. Determinations concerning whether the applicable
          standard of conduct has been met can be made by (a) the board of
          directors by a majority vote of a quorum consisting of directors who
          were not parties to such action, suit or proceeding; (b) if such a
          quorum is not obtainable, or, even if obtainable a quorum of
          disinterested directors so directs, by independent legal counsel in a
          written opinion, or (c) the stockholders.

          The Registrant has entered into Indemnification Agreements with
          certain of its directors and officers (the "Indemnified Parties").
          Under the terms of the Indemnification Agreements, the Registrant is
          required to indemnify the Indemnified Parties against certain
          liabilities arising out of their service for the Registrant. The
          Indemnification Agreements require the Registrant (i) to indemnify
          each Indemnified Party to the fullest extent permitted by law; (ii) to
          provide coverage for each Indemnified Party under the Registrant's
          directors and officers liability insurance policy and (iii) to advance
          certain expenses incurred by an Indemnified Party. The Indemnification
          Agreements provide limitations on the Indemnified Party's rights to
          indemnification in certain circumstances.

          The Registrant's directors and officers are insured against losses
          arising from any claim against them as such for wrongful acts or
          omissions, subject to certain limitations.

                                      -3-
Item 8.             Exhibits

     The exhibits included as part of this Registration Statement are as
follows:

Exhibit Number           Description
--------------           -----------

4(a)                     Certificate of Incorporation of the Registrant, dated
                         July 21, 2000 [Incorporated herein by reference to
                         Exhibit 3.1 to the Current Report on Form 8-K filed
                         with the Securities and Exchange Commission on August
                         28, 2000 (File No. 001-12837).]

4(b)                     Bylaws of the Registrant [Incorporated herein by
                         reference to Exhibit C to the Registrant's Proxy
                         Statement filed with the Securities and Exchange
                         Commission on June 23, 2000 (File No. 001-12837).]

5(a)                     Opinion of Counsel to Registrant

23(a)                    Consent of Counsel to Registrant (Included in Exhibit
                         5(a))

23(b)                    Consent of Ernst & Young LLP

24(c)                    Power of Attorney (See signature page)

                                      -4-
Item 9.          Undertakings

      (a)  The undersigned Registrant hereby undertakes:

           (1)  To file, during any period in which offers or sales are being
      made, a post-effective amendment to this Registration Statement:

                (i)   To include any prospectus required by Section 10(a)(3) of
           the Securities Act;

                (ii)  To reflect in the prospectus any facts or events arising
           after the effective date of the Registration Statement (or the most
           recent post-effective amendment thereof) which, individually or in
           the aggregate, represent a fundamental change in the information set
           forth in the Registration Statement. Notwithstanding the foregoing,
           any increase or decrease in volume of securities offered (if the
           total value of securities offered would not exceed that which was
           registered) and any deviation from the low or high end of the
           estimated maximum offering range may be reflected in the form of
           prospectus filed with the Commission pursuant to Rule 424(b) if, in
           the aggregate, the changes in volume and price represent no more than
           a 20% change in the maximum aggregate offering price set forth in the
           "Calculation of Registration Fee" table in the effective Registration
           Statement.

                (iii) To include any material information with respect to the
           plan of distribution not previously disclosed in the Registration
           Statement or any material change to such information in the
           Registration Statement; provided, however, that paragraphs (a)(1)(i)
           and (a)(1)(ii) do not apply if the registration statement is on Form
           S-3, Form S-8 and the information required to be included in a post-
           effective amendment by those paragraphs is contained in periodic
           reports filed by the Registrant pursuant to Section 13 or Section
           15(d) of the Exchange Act that are incorporated by reference in the
           Registration Statement.

           (2)  That, for the purpose of determining any liability under the
      Securities Act, each such post-effective amendment shall be deemed to be a
      new registration statement relating to the securities offered therein, and
      the offering of such securities at that time shall be deemed to be the
      initial bona fide offering thereof.

           (3)  To remove from registration by means of a post-effective
      amendment any of the securities being registered which remain unsold at
      the termination of the offering.

      (b)  The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the
Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Exchange Act (and, where applicable, each filing of an employee benefit plan's
annual report pursuant to Section 15(d) of the Exchange Act) that is
incorporated by reference in the Registration Statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

                                      -5-
(c)  Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the Registrant pursuant to the foregoing provisions or otherwise, the
Registrant has been advised that in the opinion of the Commission such
indemnification is against public policy as expressed in the Securities Act and
is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer or controlling person of the Registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.

                                      -6-
SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Atlanta, State of Georgia, on October 27, 2000.

                               PAMECO CORPORATION

                                   By: /s/ Robert J. Davis
                                      ---------------------------------
                                      Name:  Robert J. Davis
                                      Title: Chief Financial Officer

                               POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Robert J. Davis and Dixon R. Walker, or either of
them, as attorney-in-fact, having the power of substitution, for him in any and
all capacities, to sign any amendments to this Registration Statement on Form S-
8 and to file the same, with exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, hereby ratifying and
confirming all that said attorney-in-fact, or his substitute or substitutes, may
do or cause to be done by virtue hereof.

     Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities indicated on October 27, 2000.

/s/ Dixon Ray Walker              President, Chief Executive Officer
------------------------------
Dixon Ray Walker                  and Director

/s/ Robert J. Davis               Chief Financial Officer
------------------------------
Robert J. Davis

/s/ Robert J. Davis               Director
------------------------------
Robert J. Davis

/s/ Willem F.P. DeVogel           Director
------------------------------
Willem F.P. DeVogel

/s/ Earl Dolive                   Director
------------------------------
Earl Dolive

/s/ Edmund J. Freeley             Director
------------------------------
Edmund J. Freeley

/s/ Michael Ira Klein             Director
------------------------------
Michael Ira Klein

/s/ Angus C. Littlejohn, Jr.      Director
------------------------------

/s/ Harry F. Weyher III           Director
------------------------------
Harry F. Weyher III

                                      -7-
EXHIBIT INDEX
                                      TO
                      REGISTRATION STATEMENT ON FORM S-8

Exhibit Number           Description
--------------           -----------

4(a)                     Certificate of Incorporation of the Registrant, dated
                         July 21, 2000 [Incorporated herein by reference to
                         Exhibit 3.1 to the Current Report on Form 8-K filed
                         with the Securities and Exchange Commission on August
                         28, 2000 (File No. 001-12837).]

4(b)                     Bylaws of the Registrant [Incorporated herein by
                         reference to Exhibit C to the Registrant's Proxy
                         Statement filed with the Securities and Exchange
                         Commission on June 23, 2000 (File No. 001-12837).]

5(a)                     Opinion of Counsel to Registrant

23(a)                    Consent of Counsel to Registrant (Included in Exhibit
                         5(a))

23(b)                    Consent of Ernst & Young LLP

24(c)                    Power of Attorney (See signature page)