As originally filed with the Securities and Exchange Commission on January 3,
1997 Registration File No. 333-19201
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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POST EFFECTIVE AMENDMENT NUMBER 1 TO
Form SB-2
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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THE COMMERCIAL BANCORP, INC.
(Name of small business issuer in its charter)
Florida 6712 59-3396236
------------------------- ----------------------- -----------------
(State or jurisdiction of (Primary Standard Industrial (I.R.S. Employer
incorporation or organization) Classification Code Number) Identification No.)
258 N. Nova Road
Ormond Beach, Florida 32174
(904) 672-3003
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(Address and telephone number
of principal executive offices)
Gary G. Campbell
President and Chief Executive Officer
258 N. Nova Road
Ormond Beach, Florida 32174
(904) 672-3003
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(Name, address and telephone number of agent for service)
Copies Requested to:
Herbert D. Haughton, Esq. or A. George Igler, Esq
Igler & Dougherty, P.A.
1501 Park Avenue East
Tallahassee, Florida 32301
(850) 878-2411
Approximate date of proposed sale to the public: As soon as practicable after
this Registration Statement becomes effective.
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 check the following box. [X]
If this Form is filed to register additional securities for an Offering pursuant
to rule 462(b) under the Securities Act, please check the following box and list
the Securities Act registration statement number of the earlier effective
registration statement for the same offering. [ ] _________
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under
the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering. [ ] ________
If delivery of the Prospectus is expected to be made pursuant to Rule 434,
please check the following box. [ ]
<TABLE>
CALCULATION OF REGISTRATION FEE
Title of Proposed Proposed
each class Amount maximum maximum
of securities to be offering aggregate Amount of
to be registered registered(1) price per share(2) offering price(2) registration fee
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<S> <C> <C> <C> <C> <C>
Common Stock $. 01 par value 1,200,000 shares $10.00 $12,000,000 $3,636.36
Warrants 450,000 $0.00 $0.00 $0.00
==================================== ======================== ======================= ======================= ====================
<FN>
(1) Common Stock ("Shares") and Warrants are to be issued during the Initial
Offering Period in Units composed of one Share and one Warrant to purchase
one share of Common Stock. Units will not be issued or certificated and the
minimum number of Units which may be purchased is 100 Units. Shares and
Warrants will be detachable upon issuance and will be issued and
certificated separately. Shares issued after the Initial Offering Period
will not have warrants attached.
(2) Estimated solely for the purpose of calculating the registration fee on the
basis of the proposed maximum offering price per unit.
</FN>
</TABLE>
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<PAGE>
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment Number 1, to deregister all unsold securities,
relates to the Registration Statement filed by The Commercial Bancorp, Inc.
("TCB") on Form SB-2, registration file number 333-19201.
TCB hereby deregisters the 709,029 unsold shares of $0.01 par value shares
of common stock registered by and through the registration statement.
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 SB-2 ad has duly caused this Post- Effective
Amendment Number 1 to the Registration Statement on Form SB-2 to be signed on
its behalf by the undersigned, thereunto duly authorized, in the City of Ormond
Beach, and the State of Florida on this 28th day of June, 2000.
THE COMMERCIAL BANCORP, INC.
By: /s/ Gary G. Campbell
-----------------------------------
Gary G. Campbell
President & Chief Executive Officer
By: /s/ Harvey E. Buckmaster
-----------------------------------
Harvey E. Buckmaster
Chief Financial Officer
Pursuant to the requirements of the Securities Act of 1933 this
Pre-Effective Amendment Number 1 to the Registration Statement has been signed
by the following persons in the capacities and as of the dates indicated:
Signature Title Date
/s/ Gary G. Campbell Director June 28, 2000
----------------------------- President & C.E.O.
Gary G. Campbell
----------------------------- Director _______, 2000
Richard R. Dwyer
* /s/ Larry A. Kent Director June 28, 2000
----------------------------- Chairman of the Board
Larry A. Kent
* /s/ Gary G. Campbell Director June 28, 2000
-----------------------------
James R. Peacock
----------------------------- Director _______, 2000
Clarence W. Singletary
* Pursuant to Power of Attorney filed January 3, 1996, authorizing Gary G.
Campbell and Larry Kent, or either of them, as the true and lawful
attorneys-in-fact to sign all amendments to the Form SB-2 Registration
Statement.