Registration No. 333-35545
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 2
TO
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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SIS BANCORP, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
MASSACHUSETTS 04-3303264
(STATE OR OTHER JURISDICTION (I.R.S. EMPLOYER IDENTIFICATION NUMBER)
OF INCORPORATION OR ORGANIZATION)
1441 MAIN STREET, SPRINGFIELD, MASSACHUSETTS 01102
(413) 748-8000
(ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE, OF
REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)
F. WILLIAM MARSHALL, JR.
SIS Bancorp, Inc.
1441 Main Street
Springfield, Massachusetts 01102
(413) 748-8000
(NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER,
INCLUDING AREA CODE, OF AGENT FOR SERVICE)
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COPIES TO:
STEPHEN J. COUKOS, ESQ.
Sullivan & Worcester LLP
One Post Office Square
Boston, Massachusetts 02109
(617) 338-2800
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If the only securities being registered on this form are being offered pursuant
to dividend or interest reinvestment plans, please check the following box. / /
If any of the securities being registered on this form are to be offered on a
delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, other than securities offered only in connection with dividend or
reinvestment plans, please check the following box. / /
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<TABLE>
<CAPTION>
CALCULATION OF REGISTRATION FEE
Amount to be Proposed Maximum Proposed Maximum Amount of
Title of Securities to be Registered Registered Offering Price Per Share Aggregate Offering Price Registration Fee
------------------------------------ ---------- ------------------------ ------------------------ ----------------
<S> <C> <C> <C> <C>
Shares of Common Stock, $.01 par value 13,000(1) $33.1625 $431,113 N/A(2)
<FN>
(1) Consists of the total number of shares of Common Stock issued pursuant to this Registration Statement during the period
commencing on the original effective date of this Registration Statement through the date of this Post-Effective Amendment No.
2. A total of 146,400 shares of Common Stock were originally registered pursuant to this Registration Statement, and this
Post-Effective Amendment No. 2 is being filed to deregister the shares of Common Stock remaining unissued.
(2) A fee of $1,471.21 was paid in connection with the original filing of this Registration Statement. No additional fee is payable
in connection herewith because this Post-Effective Amendment No. 2 is being filed to reduce the number of securities that are
subject to this Registration Statement.
</FN>
</TABLE>
This Post-Effective Amendment No. 2 to this Registration Statement hereby
deregisters 133,400 shares of Common Stock previously registered pursuant to
this Registration Statement which remain unissued as of the date of this
Post-Effective Amendment No. 2, leaving subject to this Registration Statement a
total of 13,000 shares of Common Stock which have been issued prior to the date
of this Post-Effective Amendment No. 2.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended,
the Registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-3 and has duly caused this
amendment to its Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Springfield, Commonwealth
of Massachusetts, on January 28, 1998.
SIS BANCORP, INC.
By: /s/ F. William Marshall, Jr.
F. William Marshall, Jr., President
and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, as amended,
this amendment to the Registration Statement on Form S-3 relating to the Common
Stock of SIS Bancorp, Inc. has been signed below by the following persons in the
capacities and on the dates indicated.
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<CAPTION>
Signature Title Date
- --------- ----- ----
<S> <C> <C>
/s/ F. William Marshall, Jr. President, Director and Chief January 28, 1998
F. William Marshall, Jr. Executive Officer
/s/ John F. Treanor* Executive Vice President, January 28, 1998
John F. Treanor Treasurer and Chief Financial
Officer
/s/ Laura Sotir Katz* Vice President and Controller January 28, 1998
Laura Sotir Katz (Chief Accounting Officer)
/s/ John M. Naughton* Director and Chairman of January 28, 1998
John M. Naughton the Board
/s/ Sister Mary Caritas-Geary, S.P.* Director January 28, 1998
Sister Mary Caritas-Geary, S.P.
/s/ William B. Hart, Jr.* Director January 28, 1998
William B. Hart, Jr.
/s/ Charles L. Johnson* Director January 28, 1998
Charles L. Johnson
/s/ Thomas O'Brien* Director January 28, 1998
Thomas O'Brien
/s/ Stephen A. Shatz* Director January 28, 1998
Stephen A. Shatz
*By: /s/F. William Marshall, Jr. January 28, 1998
F. William Marshall, Jr.,
Attorney-in-Fact
</TABLE>
