As filed with the Securities and Exchange Commission
on March 19, 1997
Registration No 333-22099
- ---------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-------------------
AMENDMENT NO. 1 TO
FORM S-8
REGISTRATION STATEMENT
under
THE SECURITIES ACT OF 1933
--------------------------
Tollycraft Yacht Corporation
(Exact name of registrant as specified in its charter)
Nevada 86-0849925
(State or Other Jurisdiction of (IRS Employer Identification No.)
Incorporation)
2200 Clinton Avenue, Kelso, Washington 98626
(Address of Principal Executive Offices) (Zip Code)
--------------------------
Tollycraft Yacht Corporation 1996 Employee Stock Option Plan
(Full Title of the Plan)
--------------------------
Robert C. Weaver, Jr., Esquire
4475 Mission Blvd., Suite 216
San Diego, California 92109
(619) 270-3466
(Name Address and Telephone Number, Including Area Code, of Agent for
Service)
------------------------
This amendment pertains to the inclusion of William H. Lee as an officer
of the Registrant and a selling shareholder in the S-8 registration statement
and should be read in conjunction therewith.
PART I
INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS
SELLING STOCKHOLDERS
Information regarding the beneficial ownership of common stock owned
by each officer and director of the Company selling common stock pursuant to
this Prospectus and all officers and directors of the Company as a group
selling common stock pursuant to this Prospectus is set forth below.
<TABLE>
<CAPTION>
Before Offering After Offering
Amount of Percent Amount of Percent
Name and Beneficial of Beneficial of
Address Ownership Class Ownership Class
<S> <C> <C> <C> <C>
D.R. Cooley (1) -0- -0- -0- -0-
P.O. Box 38
Kelso, WA 98626
Peter D. Hobbs (2) -0- -0- -0- -0-
10650 Scripps Ranch
Blvd. #220
San Diego, CA 92131
William H. Lee (3) -0- -0- -0- -0-
4011 NW 98th Street
Kelso, WA 98665
All directors and officers
as a group (3 persons) -0- -0- -0- -0-
Total Outstanding 2,200,000 100 2470,411 100
</TABLE>
(1) Relates to 4850 shares which are acquired and to be resold by D.R.
Cooley.
(2) Relates to 17,333 shares which are acquired and to be resold by Corporate
Developers of America which is owned by Vickie Tribble, the wife of Peter
Hobbs. Peter Hobbs disclaims beneficial ownership in those shares.
(3) Relates to 5,610 shares which are acquired and to be resold by William H.
Lee.
(4) Except as otherwise indicated, to the best knowledge of management of the
Company each of the persons listed or included in the group has sole voting
and investment power over all shares shown as beneficially owned.
(5) Percentages for each person listed and for the group are calculated on
the basis of the Company's total outstanding shares of 2,200,000.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this 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, State of California and
in Kelso, Washington on March 17, 1997.
Registrant: Tollycraft Yacht Corporation
By /s/ Peter D. Hobbs
- --------------------------------
Peter D. Hobbs, Chairman and
Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the date indicated.
Signatures Title Date
- ---------- ----- ----
/s/ Peter D. Hobbs
- ----------------------- Director, Chairman and March 17, 1997
Peter D. Hobbs Chief Executive Officer
(principal executive officer)
/s/ D.R. Cooley
- ----------------------- Director, President and March 17, 1997
D.R. Cooley Secretary
/s/ William Lee
- ----------------------- Controller March 17, 1997
William Lee (principal accounting officer)
