UNITED STATES

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

PRIMERICA, INC.

(Exact name of registrant as specified in its charter)

Delaware	27-1204330
(State of incorporation or organization)	(I.R.S. Employer or Identification No.)

3120 Breckinridge Blvd. Duluth, Georgia	30099
(Address of principal executive offices)	(Zip Code)

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

Title of each class to be so registered	Name of each exchange on which each class is to be registered
Common Stock, par value $0.01 per share	New York Stock Exchange

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.  x

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.  ¨

Securities Act registration statement file number to which this form relates: 333-162918

Securities to be registered pursuant to Section 12(g) of the Act: None.

INFORMATION REQUIRED IN REGISTRATION STATEMENT

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

For a description of the securities being registered hereunder, reference is made to the information set forth under the heading “Description of Capital Stock” in the Registrant’s Prospectus which constitutes a part of the Registrant’s Registration Statement on Form S-1, as amended (File No. 333-162918), including any prospectus relating thereto filed pursuant to Rule 424(b) under the Securities Act of 1933, which information is incorporated herein by reference.

Item 2. Exhibits.

Not applicable.

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.

	Primerica, Inc.
	(Registrant)
Dated: March 30, 2010	By:	/S/    PETER W. SCHNEIDER
	Name:	Peter W. Schneider
	Title:	Executive Vice President, General Counsel, Secretary and Chief Administrative Officer