SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A/A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR g) OF THE SECURITIES EXCHANGE ACT OF 1934 FIRST OMNI BANK, N.A. ON BEHALF OF THE FIRST OMNI BANK CREDIT CARD MASTER TRUST, ISSUER OF THE SECURITIES REGISTERED HEREBY (Exact name of registrant as specified in its charter) UNITED STATES 51-0263671 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 499 MITCHELL STREET MILLSBORO, DELAWARE 19966 (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 REGISTRA- TION STATEMENT UNDER THE SECURITIES ACT OF 1933 PURSUANT TO GENERAL INSTRUCTION A.(c)(2), PLEASE CHECK THE FOLLOWING BOX. / / SECURITIES TO BE REGISTERED UNDER SECTION 12(b) OF THE ACT: N/A SECURITIES TO BE REGISTERED UNDER SECTION 12(g) OF THE ACT: Class A 6.65% Asset Backed Certificates, Series 1996-A ------------------------------ ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES. This Registration Statement relates to $442,500,000 in aggregate principal amount of the Class A 6.65% Asset Backed Certificates, Series 1996-A (the "Certificates"), issued by the First Omni Bank Credit Card Master Trust (the "Trust") pursuant to the Pooling and Servicing Agreement, dated as of April 1, 1996, and the related Series 1996-A Supplement thereto, dated as of April 1, 1996, between First Omni Bank, N.A. ("First Omni"), as Transferor and Servicer, and The Bank of New York, as Trustee (the "Trustee"). A description of the Certificates is incorporated herein by reference to the Prospectus Supplement dated April 9, 1996 to Prospectus dated April 5, 1996 included in the Registrant's Registration Statement on From S-3 (File No. 333-536). ITEM 2. EXHIBITS 1. Specimen Class A 6.65% Asset Backed Certificate, Series 1996-A (previ- ously filed). 2. Pooling and Servicing Agreement, dated as of April 1, 1996, between First Omni and the Trustee (incorporated herein by reference to Exhibit 4.1 to the Registrant's Current Report on Form 8-K filed with the Commission on May 2, 1996)(previously filed). 3. Series 1996-A Supplement, dated as of April 1, 1996, between First Omni and the Trustee (incorporated herein by reference to Exhibit 4.2 to the Registrant's Current Report on Form 8-K filed with the Commis- sion on May 2, 1996)(previously filed). 4. Prospectus Supplement dated April 9, 1996 to Prospectus dated April 5, 1996 (filed herewith) SIGNATURES 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, thereunto duly authorized. FIRST OMNI BANK CREDIT CARD MASTER TRUST By: FIRST OMNI BANK, N.A. Date: June 11, 1996 By: ROBERT F. RAY ------------------------------ Robert F. Ray, Vice President EXHIBIT INDEX Exhibit Description Page - ------- ----------- ---- 1 Specimen Class A 6.65% Asset Backed Certificate, Series 1996-A (previously filed) 2 Pooling and Servicing Agreement, dated as of April 1, 1996, between First Omni Bank, N.A. and The Bank of New York, as Trustee (previously filed) 3 Series 1996-A Supplement, dated as of April 1, 1996, between First Omni Bank, N.A. and The Bank of New York, as Trustee (previously filed) 4 Prospectus Supplement dated April 9, 1996 to Pro- spectus dated April 5, 1996 (filed herewith)