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As filed with the Securities and Exchange Commission on October 3, 1997
Registration No. 333-25969
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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CREDIT MANAGEMENT SOLUTIONS, INC.
(Exact name of issuer as specified in its charter)
DELAWARE 52-1549401
(State or other jurisdiction (IRS Employer Identification No.)
of incorporation or organization)
5950 SYMPHONY WOODS ROAD, COLUMBIA, MARYLAND 21044
(Address of principal executive offices) (Zip Code)
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CREDIT MANAGEMENT SOLUTIONS, INC.
1996 NON-QUALIFIED STOCK OPTION PLAN (1)
(Full title of the plan)
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JAMES R. DEFRANCESCO
PRESIDENT, CHIEF EXECUTIVE OFFICER AND
CHAIRMAN OF THE BOARD
CREDIT MANAGEMENT SOLUTIONS, INC.
5950 SYMPHONY WOODS ROAD, COLUMBIA, MARYLAND 21044
(Name and address of agent for service)
(410) 740-1000
(Telephone number, including area code, of agent for service)
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This Post-Effective Amendment No. 1 to the Registration Statement shall
hereafter become effective in accordance with the provisions of Section 8(c) of
the Securities Act of 1933, as amended.
(1) 2,750,000 shares of Common Stock issuable under the Registrant's 1996
Non-Qualified Stock Option Plan (the "Predecessor Plan") were originally
registered on Form S-8 (Registration No. 333-25969) on April 28, 1997. Any
of those shares of Common Stock which remained unissued as of the effective
date of the Registrant's 1997 Stock Incentive Plan (the "Successor Plan") on
such effective date were transferred to the Successor Plan for subsequent
issuance under the Successor Plan. No further option grants will be made
under the Predecessor Plan.
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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-8, and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Columbia, State of Maryland on this 29th day of
September, 1997.
CREDIT MANAGEMENT SOLUTIONS, INC.
By: /s/ James R. DeFrancesco
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James R. DeFrancesco
President, Chief Executive Officer
and Chairman of of the Board
(Principal Executive Officer)
Pursuant to the requirements of the Securities Act of 1933, as amended, this
Registration Statement has been signed below by the following persons on behalf
of the Registrant and in the capacities and on the dates indicated:
<TABLE>
<CAPTION>
Signature Title Date
- --------- ----- ----
<S> <C> <C>
/s/ James R. DeFrancisco President, Chief Executive Officer September 29, 1997
- ------------------------- and Chairman of the Board
James R. DeFrancesco (Principal Executive Officer)
/s/ Robert P. Vollono* Senior Vice President, Treasurer, ________________
- ------------------------- Chief Financial Officer and Director
Robert P. Vollono (Principal Financial and Accounting Officer)
/s/ Scott L. Freiman* Executive Vice President and Director ________________
- ------------------------
Scott L. Freiman
/s/ Miles H. Grody* Senior Vice President, Secretary, ________________
- ------------------------ General Counsel and Director
Miles H. Grody
/s/ Stephen X. Graham* Director ________________
- ------------------------
Stephen X. Graham
</TABLE>
II-1.
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<TABLE>
<CAPTION>
Signature Title Date
- --------- ----- ----
<S> <C> <C>
/s/ John J. McDonnell, Jr.* Director ________________
- ------------------------
John J. McDonnell, Jr.
/s/ Peter M. Leger* Director ________________
- ------------------------
Peter M. Leger
*By /s/ James R. DeFrancesco
-------------------------
James R. DeFrancesco
Attorney-in-Fact
</TABLE>
II-2.
