<PAGE> 1
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 22, 1997
Registration No. 333-20579
================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_______________
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
_______________
TRITEAL CORPORATION
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C> <C>
DELAWARE 7371 33-0548924
(State or jurisdiction (Primary Standard Industrial (I.R.S. Employer
of incorporation or organization) Classification Code Number) Identification Number)
</TABLE>
2011 PALOMAR AIRPORT ROAD
CARLSBAD, CALIFORNIA 92009
(619) 930-2077
(Address, including zip code, and telephone number,
including area code, of registrant's principal executive offices)
__________________
JEFFREY D. WITOUS
CHAIRMAN, PRESIDENT AND CHIEF EXECUTIVE OFFICER
TRITEAL CORPORATION
2011 PALOMAR AIRPORT ROAD
CARLSBAD, CALIFORNIA 92009
(619) 930-2077
(Name, address, including zip code, and telephone number, including area code,
of agent for service)
__________________
Copies to:
FREDERICK T. MUTO, ESQ. JORGE DEL CALVO, ESQ.
CYDNEY S. POSNER, ESQ. DAVINA K. KAILE, ESQ.
NANCY E. DENYES, ESQ. PILLSBURY MADISON & SUTRO LLP
COOLEY GODWARD LLP 2700 SAND HILL ROAD
4365 EXECUTIVE DRIVE, SUITE 1100 MENLO PARK, CA 94025
SAN DIEGO, CA 92121 (415) 233-4500
(619) 550-6000
================================================================================
<PAGE> 2
This Post-Effective Amendment No. 1 is being filed to deregister 330,000 shares
of Common Stock (the "Option Shares") of TriTeal Corporation (the "Registrant")
covered by the Form S-1 Registration Statement No. 333-20579, as amended (the
"Registration Statement"). The Option Shares, which were issuable in
connection with a firm commitment underwritten offering of Common Stock by the
Registrant (the "Offering"), have not been sold as of the date of this
Post-Effective Amendment No. 1 and are no longer being offered. The terms of
the Offering are described in the prospectus filed as part of the Registration
Statement.
<PAGE> 3
SIGNATURES
In accordance with the requirements of the Securities Act of 1933, the
Registrant certifies and has authorized this Post-Effective Amendment No. 1 to
the Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of San Diego, County of San Diego, State
of California, on the 21st day of May, 1997.
By: JEFFREY D. WITOUS*
------------------------------------
Jeffrey D. Witous
President, Chief Executive Officer
and Chairman of the Board
POWER OF ATTORNEY
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 1 to the Registration Statement has been signed by
the following persons in the capacities and on the dates indicated.
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
--------- ----- ----
<S> <C> <C>
JEFFREY D. WITOUS* President, Chief Executive Officer and May 21, 1997
------------------------------------------ Chairman of the Board (Principal Executive
Jeffrey D. Witous Officer)
/s/ ARTHUR S. BUDMAN Chief Financial Officer and Director May 21, 1997
------------------------------------------ (Principal Financial and Accounting
Arthur S. Budman Officer)
TERRY A. STRAETER* Director May 21, 1997
------------------------------------------
Terry A. Straeter
GARY A. WETSEL* Director May 21, 1997
------------------------------------------
Gary A. Wetsel
*By: /s/ ARTHUR S. BUDMAN
-----------------------------
Arthur S. Budman
Attorney-in-fact
</TABLE>
