FORM 10-Q
           UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                        WASHINGTON, D.C. 20549



(MARK ONE)
     (X)       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF 
               THE SECURITIES EXCHANGE ACT OF 1934
               FOR THE QUARTERLY PERIOD ENDED AUGUST 31, 1998
                                   OR
     (  )      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
               THE SECURITIES EXCHANGE ACT OF 1934
               FOR THE TRANSITION PERIOD FROM ______________ TO ___________ 

COMMISSION FILE NUMBER        001-12837

                          PAMECO CORPORATION
         ------------------------------------------------------
         (Exact name of registrant as specified in its charter)

          GEORGIA                                   51-0287654
 (State or other jurisdiction            (I.R.S. employer identification
 of incorporation or organization)                    number)

                           1000 CENTER PLACE
                          NORCROSS, GA  30093
               ----------------------------------------
               (Address of principal executive offices)

                            (770)-798-0700
         ----------------------------------------------------
         (Registrant's telephone number, including area code)


          Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for
such shorter periods that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the
past 90 days   Yes  /X/     No / /

          Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practical date.
Class A Common Stock, $.01 par value, 4,878,284 shares  and Class B
Common Stock, $.01 par value, 3,942,782 shares, both as of October 7,
1998.
<PAGE>

                          PAMECO CORPORATION

                                 INDEX

PART I.  FINANCIAL INFORMATION
     Item 1.   Financial Statements (Unaudited)
          Condensed Consolidated Balance Sheets-August 31, 1998
          and February 28, 1998                                             3
          Condensed Consolidated Statements of Income-Three
          Months ended August 31, 1998 and 1997                             4
          Condensed Consolidated Statements of Income-Six
          Months ended August 31, 1998 and 1997                             4
          Condensed Consolidated Statements of Cash Flows-Six
          Months ended August 31, 1998 and 1997                             5
          Notes to Condensed Consolidated Financial Statements              6
     Item 2.   Management's Discussion and Analysis of Financial
               Condition and Results of Operations                          9
PART II.  OTHER INFORMATION
     Item 1.   Legal Proceedings                                            13
     Item 4    Submission of Matters to a Vote of Security Holders          13
     Item 6.   Exhibits and Reports on Form 8-K                             14
SIGNATURES                                                                  14





                                  2
<PAGE>
                                  PART I. FINANCIAL INFORMATION
                                        PAMECO CORPORATION
<TABLE>
<CAPTION>
                              CONDENSED CONSOLIDATED BALANCE SHEETS
                                          (In thousands)

                                                                                          August 31,       February 28,
                                                                                             1998               1998
                                                                                         ------------      -----------
                                                                                         (UNAUDITED)
 <S>                                                                                     <C>               <C>
 ASSETS
 Current assets:
         Cash and cash equivalents                                                       $      141        $      142
         Accounts receivable, less allowance of $4,548 at August 31, 1998
             and $3,992 at February 28, 1998                                                 49,155            35,266
         Inventories                                                                        146,229           123,041
         Prepaid expenses and other current assets                                            2,226             1,554
                                                                                         ----------        ----------
                 Total current assets                                                       197,751           160,003
 Property and equipment, net                                                                 15,491            11,603
 Excess of cost over acquired net assets, net                                                43,060            25,613
 Other assets                                                                                   316               806
 Deferred income tax assets                                                                  12,607            12,787
                                                                                         ----------        ----------
                Total assets                                                             $  269,225        $  210,812
                                                                                         ==========        ==========
 LIABILITIES AND SHAREHOLDERS' EQUITY
 Current liabilities:
         Accounts payable                                                                   $74,024           $60,323
         Accrued compensation and withholdings                                                4,858             5,115
         Other accrued liabilities and expenses                                              23,553            18,112
         Notes payable                                                                          ---             7,700
                                                                                         ----------        ----------
                 Total current liabilities                                                  102,435            91,250
 Long-term liabilities:
        Debt                                                                                 78,647            42,072
        Warranty reserves and other                                                           4,362             3,839
                                                                                         ----------        ----------
                 Total long-term liabilities                                                 83,009            45,911
 Excess of acquired net assets over cost, net                                                 4,387             4,999
 Shareholders' equity:
         Class A common stock, $.01 par value-authorized 40,000 shares;
           4,767 and 4,665 shares issued and outstanding at August 31, 1998
           and February 28, 1998, respectively                                                   48                47
         Class B common stock, $.01 par value-authorized 20,000 shares; 4,046
           shares issued and outstanding at August 31, 1998 and February 28,
           1998, respectively                                                                    41                41
         Capital in excess of par value                                                      37,642            37,092
         Retained earnings                                                                   42,263            32,072
                                                                                         ----------        ----------
                                                                                             79,994            69,252
         Note receivable from shareholder                                                      (600)             (600)
 Total shareholders' equity                                                                  79,394            68,652
                                                                                         ----------        ----------
 Total liabilities and shareholders' equity                                                $269,225          $210,812
                                                                                         ==========        ==========
</TABLE>

 See notes to condensed consolidated financial statements.

                                                          3<PAGE>
<TABLE>
<CAPTION>
                                                        PAMECO CORPORATION

                                          CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                                           (In thousands, per except share amounts)
                                                           (UNAUDITED)

                                                                   Three Months Ended              Six Months Ended
                                                                        August 31                     August 31
                                                                 -----------------------       ------------------------
                                                                   1998           1997           1998            1997
                                                                 --------       --------       --------        --------
<S>                                                              <C>            <C>            <C>             <C>
Net sales                                                        $210,293       $146,460       $355,487        $260,195 
Costs and expenses:
    Cost of products sold                                         159,810        112,078        270,956         199,202 
    Warehousing, selling, and administrative expenses              35,006         23,853         64,424          47,062
                                                                 --------       --------       --------        --------
                                                                  194,816        135,931        335,380         246,264 
                                                                 --------       --------       --------        --------
Operating earnings                                                 15,477         10,529         20,107          13,931 

Other expense:
    Interest expense, net                                          (1,286)           (19)        (2,308)         (1,238)
    Discount on sale of accounts receivable and other expense        (978)          (912)        (1,738)         (1,608)
                                                                 --------       --------       --------        --------
Income before income taxes                                         13,213          9,598         16,061          11,085 
Provision  for income taxes                                         4,905          3,624          5,870           4,096 
                                                                 --------       --------       --------        --------
Net income                                                       $  8,308         $5,974        $10,191          $6,989
                                                                 ========       ========       ========        ========

Basic earnings per share                                         $   0.95          $0.70          $1.16           $1.02 
                                                                 ========       ========       ========        ========
Basic weighted average shares outstanding                           8,782          8,528          8,761           6,879 
                                                                 ========       ========       ========        ========

Diluted earnings per share                                       $   0.91          $0.67          $1.11           $0.96 
                                                                 ========       ========       ========        ========
Diluted weighted average shares outstanding                         9,180          8,970          9,143           7,316 
                                                                 ========       ========       ========        ========
</TABLE>


                      See notes to condensed consolidated financial statements.

                                                          4<PAGE>
<TABLE>
<CAPTION>
                                             PAMECO CORPORATION

                              CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                               (In thousands)
                                                 (UNAUDITED)
                                                                                             Six Months Ended
                                                                                                 August 31
                                                                                         ------------------------
                                                                                             1998         1997
                                                                                         ----------   -----------
<S>                                                                                      <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income                                                                               $  10,191     $   6,989
Adjustments to reconcile net income to net cash (used in) provided by
   operating activities:
        Amortization of excess of acquired net assets over cost                               (612)         (612)
        Depreciation and other amortization                                                  1,403           881
        (Gain)loss on sale of property and equipment                                         (19)           28
         Changes in operating assets and liabilities net of assets
         acquired and liabilities assumed:
            Accounts receivable                                                             (6,945)       (8,047)
            Inventories, prepaid expenses and other assets                                 (10,917)       16,155
            Accounts payable and accrued liabilities                                         6,829        (3,720)
                                                                                         ---------     ---------
Net cash (used in) provided by operating activities                                            (70)       11,674

CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property, plant, and equipment                                                 (4,132)       (1,266)
Proceeds from sale of property and equipment                                                   154            70
Business acquisitions                                                                      (32,902)      (18,341)
                                                                                         ---------     ---------
Net cash used in investing activities                                                      (36,880)      (19,537)

CASH FLOWS FROM FINANCING ACTIVITIES
Borrowings on working capital facility                                                     400,262       278,485
Repayments on working capital facility                                                    (393,273)     (296,935)
Borrowings on term loan                                                                     30,000          ---
Repayments on term loan                                                                       (538)      (18,600)
Payments on capital lease obligations                                                          (33)         (221)
Payments on other debt                                                                         (20)          (14)
Issuance of common stock, net of expenses                                                      ---        45,214
Repurchase of treasury stock                                                                   ---        (1,207)
Proceeds from exercise of stock options                                                        551         1,126
                                                                                         ---------     ---------
Net cash provided by financing activities                                                   36,949         7,848
                                                                                         ---------     ---------
Net  (decrease) in cash and cash equivalents                                                    (1)          (15)
Cash and cash equivalents at beginning of period                                               142           145
                                                                                         ---------     ---------
Cash and cash equivalents at end of period                                               $     141     $     130
                                                                                         =========     =========

Issuance of common stock in exchange for note receivable                                 $     ---     $     600
                                                                                         =========     =========
</TABLE>
                     See notes to condensed consolidated financial statements.

                                                          5<PAGE>
         NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 
                              (UNAUDITED)
                            August 31, 1998

1.   BASIS OF PRESENTATION

     The accompanying unaudited Condensed Consolidated Financial
Statements have been prepared in accordance with generally accepted
accounting principles for interim financial information and with the
instructions to Form 10-Q  and Article 10 of Regulation S-X. 
Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete
financial statements.  In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a
fair presentation have been included.  Operating results for the three
and six month periods ended August 31,1998 are not necessarily
indicative of the results that may be expected for the year ending
February 28, 1999. The sale of products by Pameco Corporation (the
"Company" or "Pameco") is seasonal with sales generally increasing
during the warmer months beginning in April and peaking in the months
of June, July, and August.  For further information, refer to the
consolidated financial statements and footnotes thereto included in
the Company's Annual Report on Form 10-K for the year ended February
28,1998.

     The balance sheet at February 28, 1998 included herein has been
derived from the audited financial statements at that date but does
not include all the information and footnotes required by generally
accepted accounting principles for complete financial statements.  

2.   INVENTORIES

     Inventories consist of goods held for resale and are stated at
the lower of cost or market.  Cost is determined by the first-in,
first-out method.

                                     6<PAGE>
3.   EARNINGS PER SHARE

     The following table sets forth the computation of  basic and
diluted earnings per share (in thousands, except per share amounts).

<TABLE>
<CAPTION>
                                                                            Three Months Ended                 Six Months Ended
                                                                                 August 31,                        August 31,
                                                                          -----------------------          ------------------------
                                                                           1998             1997             1998             1997
                                                                          ------           ------          -------          -------
<S>                                                                       <C>              <C>             <C>              <C>
Numerator:

Net income applicable to common shareholders                              $8,308           $5,974          $10,191          $6,989
                                                                          ======           ======          =======          ======
Denominator:

Denominator for basic earnings per share-weighted average shares           8,782            8,528            8,761           6,879

Effect of dilutive securities:
    Employee Stock Options                                                   398              442              382             437 
                                                                           -----           ------          -------          ------
Denominator for diluted earnings per share-adjusted weighted-
average shares and assumed conversions                                     9,180            8,970            9,143           7,316 
                                                                          ======           ======          =======          ======

Basic earnings per share                                                  $ 0.95           $ 0.70           $ 1.16          $ 1.02 
                                                                          ======           ======          =======          ======

Diluted earnings per share                                                $ 0.91           $ 0.67           $ 1.11          $ 0.96
                                                                          ======           ======          =======          ====== 
</TABLE>

4.   ACQUISITIONS

     In June 1998, the Company purchased the HVAC operations and
substantially all the related assets of Park Heating and Air
Conditioning Supply Co., Inc., a seven branch distributor in the
greater Chicago area.  For the year ended December 31, 1997, the
acquired business had net sales in excess of $30.0 million and derived
substantially all its net sales from the sale of HVAC products.

5.   CONTINGENCIES

     On November 18, 1996, United Refrigeration, Inc. ("United"), a
competitor of the Company, filed suit against Pameco in the United
States District Court for the Eastern District of Pennsylvania
claiming that Pameco had tortiously interfered with United's alleged
contract to purchase Sid Harvey's southeastern business operations
(the "Southeastern Assets").  United asserted that beginning on or
about August 23, 1996, it had met with Sid Harvey and had thereafter
negotiated an agreement (allegedly finalized on or about October 24,
1996) to purchase the Southeastern Assets for approximately $26
million and that Pameco tortiously interfered with this alleged
contract by offering "substantial inducements" to Sid Harvey and by
itself purchasing the Southeastern Assets. In the alternative, United
claimed that Pameco had tortiously interfered with United's

                                     7<PAGE>
prospective contractual relations with Sid Harvey.  On February 18,
1997, United filed an amended complaint adding Sid Harvey as a
defendant.  In the amended complaint, United claimed that Sid Harvey
(i) had breached its alleged agreement to sell the Southeastern Assets
to United; (ii) had committed fraud in the inducement of that alleged
contract; (iii) had negligently misrepresented certain facts
concerning the sale of the operations and Sid Harvey's intention to
carry out the sale of  those assets and (iv) was unjustly enriched by
certain information obtained from United during the United-Sid Harvey
negotiations.  

     Although the amended complaint did not demand specified damages,
it asserts that United should recover the "loss of  its bargain,"
which United estimated to be $11.4 million, plus punitive damages.
Upon consummation of the Southeastern Assets acquisition, Pameco
agreed, based on certain written representations made by Sid Harvey
about the status of its discussions with United, to indemnify Sid
Harvey against all liabilities arising out of any action filed by
United in connection with the purchase of the Southeastern Assets. 

     Pameco and Sid Harvey asserted counterclaims against United
seeking to recover the damages they incurred in going forward with the
transaction in reliance on representations that the President of
United made to the President of Sid Harvey.

     By agreement of the parties effective September 14, 1998, the
parties amicably resolved their differences, and all claims and
counterclaims asserted in the case were dismissed with prejudice and
mutual releases were exchanged.  The terms of the settlement will not
have a material adverse effect on the Company's results of operations
or financial condition.

     From time to time, the Company is involved in other claims and
legal proceedings which arise in the ordinary course of its business.
The Company intends to defend vigorously all such claims and does not
believe any such matters would have a material adverse effect on the
Company's results of operations or financial condition.

                                     8<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
        AND RESULTS OF OPERATIONS


The following table sets forth the percentage relationship of certain
statement of income data to net sales for the periods indicated.

<TABLE>
<CAPTION>
                                                                Three Months Ended        Six Months Ended
                                                                     August 31               August 31
                                                                ------------------       -----------------
                                                                  1998      1997          1998        1997
                                                                -------   -------        ------      ------
<S>                                                              <C>       <C>           <C>         <C>
Net sales                                                        100.0%    100.0%        100.0%      100.0%
    Cost of products sold                                         76.0      76.5          76.2        76.6
                                                                 -----     -----         -----       -----
Gross profit                                                      24.0      23.5          23.8        23.4
    Warehousing, selling, and administrative expenses             16.6      16.3          18.1        18.1
                                                                 -----     -----         -----       -----
Operating earnings                                                 7.4       7.2           5.7         5.3

Other expense:
    Interest expense, net                                          0.6       0.0           0.7         0.5
    Discount on sale of accounts receivable and other expense      0.5       0.6           0.5         0.5
                                                                 -----     -----         -----       -----
Income before income                                               6.3       6.6           4.5         4.3
Provision for income                                               2.3       2.5           1.6         1.6
                                                                 -----     -----         -----       -----
Net income                                                         4.0%      4.1%          2.9%        2.7%
                                                                 =====     =====         =====       =====
</TABLE>


RESULTS OF OPERATIONS

     Net sales of $210.3 million in the quarter ended August 31, 1998
increased 43.6% from $146.5 million for the comparable period in 1997.
For the quarter, same store daily sales increased 13.5% as compared to
the prior year. Same store daily sales for the six months ended August 31,
1998 increased 10.5% over the same period in the prior year. Acquisitions
contributed the remainder of the net sales growth in the quarter and six
months ended August 31, 1998.

     The net sales of HVAC products increased 18.8% on a daily same
store basis in the quarter ended August 31, 1998 as compared to the
prior year, while net sales for the six month period increased 17.2%
over the prior year.  Net sales of refrigeration equipment, parts, and
supplies increased 6.7% and 2.4%, respectively, as compared to the
prior year on a daily same store basis in the quarter and six months
ended August 31, 1998. A significant portion of these increases in net sales
can be attributed to the market share gains experienced by the Thermalzone(TM)
private label equipment line in the first six months of this fiscal year.
Net sales in the quarter ended August 31, 1998 of products in the
Thermalzone(TM) private label equipment line increased 47.3% over
the prior year. Likewise, net sales in the six months ended August 31,
1998 of products in the Thermalzone(TM) private label equipment line
increased 48.1% over the prior year.  As a result of the Company signing
17 new national accounts in the current fiscal year, net sales for the
quarter and six months ended August 31, 1998 from national accounts
also increased 36.7% and 33.3% over the prior year, respectively.

                                     9<PAGE>
     Gross profit for the quarter ended  August 31, 1998 increased
46.8% to $50.5 million from $34.4 million in the prior year.  For the
six months ended August 31, 1998, gross profit increased 38.6% to
$84.5 million from $61.0 million in the prior year.  Greater sales volume
was the main contributor to the increased gross profit.  The gross profit
percentage increased to 24.0% during the quarter ended August 31, 1998
as compared to 23.5% during the same quarter in the prior  year.
Similarly,  the gross profit percentage increased to 23.8% during the
six months ended August 31, 1998 as compared to 23.4% during the same
period in the prior  year. The Company has continued to benefit from
more stringent pricing guidelines implemented on the point of sale
system in the first quarter of the current fiscal year. During the
year, the Company has also received improved terms and prompt payment
discounts from suppliers.

     Warehousing, selling, and administrative expenses during the
quarter increased 46.8% to $35.0 million from $23.9 million in the
prior year. For the six months ended August 31, 1998, warehousing,
selling, and administrative expenses increased 36.9% to $64.4 million
from $47.1 million in the prior year. A significant amount of the
increase can be attributed to the  normal operating expenses of the
acquired branches. As a percentage of net sales, warehousing, selling,
and administrative expenses increased to 16.6% in the quarter from
16.3% in the prior year. The increase was primarily due to increased
expenses associated with acquired branches not yet transitioned to the
Company's centralized management system, and an increase in the provision
relating to the Company's annual incentive programs. For the six months
ended August 31, 1998, warehousing, selling, and administrative expenses
remained constant with the prior year at 18.1%.

     Interest expense during the quarter ended August 31, 1998
increased to $1.3 million from $19,000 in the previous year. For the
six months ended August 31, 1998, interest expense increased to $2.3
million from $1.2 million in the previous year. Since the Company
utilized the Working Capital Facility (as defined below) to fund all of
its acquisitions during the past year, the Company's average borrowings
under that line increased by $63.5 million over the previous year. The
accounts receivable securitization borrowing (the "Securitization Program")
was recorded as a sale of assets; therefore, approximately $60.0 million
of accounts receivable and debt are not reflected on the Company's
balance sheet at August 31, 1998.  The discount on the sale of
accounts receivable of $1.0 million and $851,000 for the three months
ended August 31, 1998 and August 31, 1997, respectively, was recorded
as other expense on the statement of income. For the six months ended
August 31, 1998 and 1997, the discount on the sale of accounts
receivable that was recorded as other expense on the statement of
income was $1.8 million and $1.5 million, respectively. The average
rate of interest on all debt, including the Securitization Program,
for the quarter ended August 31, 1998 was 7.2%, which was unchanged
from the previous year.

     Income taxes increased $1.3 million to $4.9 million for the
quarter ended August 31, 1998 due to greater income before taxes. The
Company's effective income tax rate was 37.1% for the three months ended
August 31, 1998 as compared to 37.8% in the prior year. Income taxes
increased $1.8 million to $5.9 million for the six months ended August
31, 1998 due to greater income before taxes. The Company's effective
income tax rate was 36.5% for the six months ended August 31, 1998 as
compared to 37.0% in the prior year. The Company's effective income
tax rate is lower than the statutory rate due primarily to nontaxable
amortization income.

                                     10<PAGE>
LIQUIDITY AND CAPITAL RESOURCES

     The Company's liquidity needs arise from seasonal working capital
requirements, capital expenditures, interest and principal payment
obligations, and acquisitions.  The Company has historically met its
liquidity and capital investment needs with internally generated funds
and borrowings under its Credit Facilities (as defined below).  For
the six months ended August 31, 1998, cash used by operating
activities was $70,000 compared to cash provided by operating
activities of $11.7 million for the six months ended August 31, 1997. 
Net cash used in investing activities was $36.9 million for the six
months ended August 31, 1998 as compared to $19.5 million for the six
months ended August 31, 1997. In the  three months ended August 31,
1998, the Company purchased the HVAC operations and related assets of
Keller Supply, Inc., George L. Johnston Co., Inc., and Park Heating
and Air Conditioning, Inc.  for an aggregate cash price of $32.9
million as compared to $18.3 million for the acquisitions of Bellows-
Evans, Inc., Trigg Supply, Inc., Heating and Cooling Distributors,
Inc., Saez Refrigeration, Inc., and Superior Supply Company in the
prior year.  Net cash provided by financing activities was $36.9
million for the six months ended August 31, 1998, while such
activities provided $7.8 million in the six months ended August 31,
1997.

     The Company's working capital increased to $95.3 million at
August 31, 1998 from $68.8 million at February 28, 1998.  

     At August 31, 1998, the Company had senior borrowings of
$138.6 million under its $180.0 million Credit Facilities, of which
$21.2 million was unused and available.  The Company's senior
indebtedness consists of $78.6 million under the Working Capital
Facility and $60.0 million under the Securitization Program
(collectively, the "Credit Facilities").  The Securitization Program
is an off balance sheet arrangement that provides for the transfer and
sale of accounts receivable to a special purpose corporation.  The
weighted average interest rate on the Credit Facilities at August 31,
1998 was 7.2%.  This rate fluctuates with the commercial paper and
LIBOR rates. 

     On August 6, 1998, the Working Capital Facility Credit Agreement
(the "Credit Agreement") was amended.  The Credit Agreement provides a
facility commitment of $120.0 million, which includes a $80.0 million
Revolving Credit Loan (the "Revolver"),  a $10.0 million swing-line
facility (the "Swingline") and two $15.0 million term loans ("Tranche
A" and "Tranche B).  The Credit Agreement will expire on August 6,
2003.  The Tranche A term loan matures on March 10, 2003 and the
Tranche B term loan matures on March 10, 2005.

     The Company's capital expenditures, excluding acquisitions, for
the six months ended August 31, 1998, were $4.1 million as compared to
$1.3 million for the previous year.  Such capital expenditures were
primarily for branch and distribution center leasehold improvements,
equipment, computer equipment and supply chain software.

     Management believes that the Company has adequate resources and
liquidity to meet its borrowing obligations, fund all required capital
expenditures, and pursue its business strategy for existing operations
through the end of this fiscal year.  However, the Company will
require additional funding in order to pursue significant acquisition
opportunities.  Future acquisitions may be financed by bank
borrowings, public offerings, or private placements of equity or debt
securities or a combination of the foregoing.  Such financings may
require the consent of the Company's existing lenders.

                                     11<PAGE>
SEASONALITY

     The sale of products by the Company is seasonal. Sales generally
increase during the warmer months beginning in April and peak in the
months of June, July, and August.

YEAR 2000

     The Company utilizes computer systems and software that are
affected by the Year 2000 issue.  Many computer programs were
originally designed to utilize two digits instead of four to define
the applicable year.  As a result, a computer program might recognize
a date using "00" as the year 1900 rather than 2000 which could cause
system failures or miscalculations.

     The Company has separated its Year 2000 project into four phases.
Within each phase, the Company reviews and addresses Year 2000 issues
with respect to both its information technology and non-information
technology systems.  During Phase I, Millennium Impact Analysis, which
was completed in July 1998, the Company reviewed all its business segments
for Year 2000 issues.  As issues were identified, the Company developed
strategies to resolve them.  As a part of Phase II, Project Tactical
Planning, which was also completed in July 1998, a project budget and work
plan was developed to resolve the Year 2000 issues identified in the previous
phase. Currently, the Company is in the midst of Phase III Conversion and
System Training.  By the end of this phase, the Company will have replaced
or modified all affected mission critical systems.  The Company intends to
complete this phase in March 1999. In the final phase, Phase IV Year 2000
Simulation & Deployment, the Company will perform a simulation test to confirm
that all systems are compliant.  The Company has scheduled completion of this
phase for September 1999.

     In the absence of the steps outlined above, the Company's operations
could be adversely affected by Year 2000 issues.  The Company is currently
replacing and upgrading its supply chain and financial management systems
with enterprise software that is Year 2000 compliant and which will also improve
the Company's responsiveness to its customers and suppliers.  The Company has
also targeted non-compliant Point-Of-Sale (POS) hardware and software
for replacement.  For the Company's operations to continue
uninterrupted, certain key third parties, such as banks, customers,
and  vendors, must resolve all the Year 2000 issues affecting them. 
Previously, the Company mailed surveys to these key third parties.  As
of the date of this report, all responses have indicated that these
parties intend to be Year 2000 compliant.  The Company will continue
to pursue surveys from unresponsive parties, as well as continue to
monitor the status of key third parties.

     Since the Company primarily chose to replace its main operating
system to improve customer service, the costs associated with this
implementation are not considered Year 2000 related costs. The Company
has budgeted $500,000 for the replacement and upgrading of POS
hardware and software. The Company has budgeted an additional
$1,000,000 to replace non-compliant phone systems, security systems,
and office equipment.  The Company anticipates the replacement of mission
critical systems to be completed by September 1999.

     Should the Company or a number of its key suppliers not be in
compliance with Year 2000 requirements as of January 1, 2000,  the
Company may not be able to timely provide reliable data to management.
If any one of the financial institutions with whom the Company
transacts business was non-compliant, the Company's ability to borrow
funds, process customer receipts and vendor payments, and successfully

                                     12
<PAGE>
complete other transactions may be adversely affected.  The Company is
in the process of developing its contingency plan to resolve currently
identified risk areas by January 1, 2000.  As other potential risk
areas become apparent, the Company intends to develop alternative
solutions. However, if the Company, its vendors, or its customers, are
unable to timely resolve their significant Year 2000 issues, it could
result in a material financial risk.  

     The statements in this report that relate to future plans,
expectations, events, performances, and the like are forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995 and the Securities and Exchange Act of 1934.
Actual results or events could differ materially from those described
in the forward-looking statements due to a variety of factors,
including inaccurate guarantees by computer hardware and software
vendors, third party non-compliance, difficulties obtaining appropriate
technical support due to the demand for individuals with the special skills
necessary to resolve Year 2000 issues and for the reasons outlined in the
Company's other filings with the SEC.


PART II. OTHER INFORMATION

Item 1.   Legal Proceedings

          See Note 5 to the Condensed Consolidated Financial Statements
(Unaudited) contained in Part I of this Report. 

Item 4.   Submission of Matters to a Vote of Security Holders

          The Company held its annual meeting on June 23, 1998.

          The following individuals were elected to the Company's Board of
          Directors.

                                                   For              Withhold
                                                   ---              --------
         Class A
         -------
         Richard Bearse                            3,702,976        28,554
         G. Thomas Braswell, Jr.                   3,700,076        31,454

         Class B
         -------
         James R. Balkcom                          4,046,346        0
         Gerald V. Gurbacki                        4,046,346        0
         Michael H. Bulkin                         4,046,346        0
         Earl Dolive                               4,046,346        0
         H. Whitney Wagner                         4,046,346        0
         Thomas G. Weld                            4,046,346        0


         The shareholders ratified the Company's Employee Stock Option
Plan (Plan I).

  Voting For 43,387,362    Voting Against 496,210    Abstaining 1,351

     The shareholders ratified the Company's Employee Stock Option
Plan (Plan II).

  Voting For  43,386,831  Voting Against  496,741   Abstaining  1,351

                                     13<PAGE>
     The shareholders amended the Company's Employee Stock Option Plan
(Plan I) to increase to 1,050,000 the maximum number of shares of
Class A Common Stock issuable under the Plan.

  Voting For  43,392,621   Voting Against  486,209   Abstaining  6,093

     The shareholders amended the Company's Employee Stock Option Plan
(Plan I) to allow employees terminated without cause a five business
day grace period  to exercise stock options granted under the Plan.

  Voting For  43,723,267   Voting Against  158,547   Abstaining  3,109

     The shareholders amended the Company's Directors Stock Option
Plan to increase to 112,500 the maximum number of shares of Class A
Common Stock issuable under the Plan.

  Voting For  43,758,047   Voting Against  160,158   Abstaining  8,293


Item 6.   Exhibits and Reports on Form 8-K Exhibits

     (a)  Exhibits

     10.14D Second Amendment, dated as of August 6, 1998 to the Amended
            and Restated Credit Agreement, dated as of March 10, 1998 among
            Pameco Corporation, the Lenders and General Electric Capital
            Corporation

     27.    Financial Data Schedule (for SEC use only)

     (b)    Reports on Form 8-K

            The Company filed a Form 8-K on July 10, 1998 for the
     purchase of the assets of Park Heating and Air Conditioning
     Supply, Co., Inc., and an amended Form 8-K on September 8, 1998.


                              SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.

                                   PAMECO CORPORATION
                                   -----------------------------------
                                   (Registrant)


                              By:  /s/ THEODORE R. KALLGREN
                                   -----------------------------------
                                   Theodore R. Kallgren
                                   Chief Financial Officer

October 14, 1998                   (Mr. Kallgren has been duly authorized 
                                    to sign on behalf of the registrant)




                                  14
<PAGE>
                             Exhibit Index

    Exhibit No.               Exhibit

     10.14D    Second Amendment, dated as of August 6, 1998 to the Amended
               and Restated Credit Agreement, dated as of March 10, 1998 among
               Pameco Corporation, the Lenders and General Electric Capital
               Corporation

     27.       Financial Data Schedule (for SEC use only)