<PAGE>
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JANUARY 12, 2000
REGISTRATION STATEMENT NO. 333-49795
================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------------------
POST-EFFECTIVE AMENDMENT NO. 7
ON
FORM S-3*
TO THE
REGISTRATION STATEMENT
ORIGINALLY FILED ON FORM S-1
UNDER
THE SECURITIES ACT OF 1933
----------------------------
MAC-GRAY CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 04-3361982
(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Organization) Identification No.)
22 WATER STREET
CAMBRIDGE, MASSACHUSETTS 02141
(617) 492-4040
(Address, Including Zip Code, and Telephone Number, Including Area Code,
of Registrant's Principal Executive Office)
-----------------------------
STEWART GRAY MACDONALD, JR.
CHAIRMAN AND CHIEF EXECUTIVE OFFICER
MAC-GRAY CORPORATION
22 WATER STREET
CAMBRIDGE, MASSACHUSETTS 02141
(617) 492-4040
(Name, Address, Including Zip Code and Telephone Number, Including Area Code,
of Agent for Service)
Copy to:
STUART M. CABLE, P.C.
Goodwin, Procter & Hoar LLP
Exchange Place
Boston, Massachusetts 02109-2881
(617) 570-1000
-----------------------------
* Filed as a Post-Effective Amendment on Form S-3 to such Form S-1
Registration Statement pursuant to the provisions of Rule 401(e) and the
procedure described therein.
================================================================================
<PAGE>
On April 17, 1998 the Registrant registered, on Pre-Effective Amendment
No. 1 to Registration Statement No. 333-49795 (the "Registration Statement"),
250,000 shares of its common stock, par value $0.01 per share, for resale by
former shareholders of Copico, Inc., a Massachusetts corporation (the "Selling
Securityholders"). As the Registrant's obligations to the Selling
Securityholders have been fulfilled, the Registrant files this Post-Effective
Amendment No. 7 to the Registration Statement to terminate the Registration
Statement.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, Mac-Gray Corporation
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 Post-Effective
Amendment No. 7 to the Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Cambridge, The
Commonwealth of Massachusetts, on January 11, 2000.
Mac-Gray Corporation
By: /s/ Stewart Gray MacDonald, Jr.
-------------------------------------
Stewart Gray MacDonald, Jr.
Chairman and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective
No. 7 to the Registration Statement has been signed below by the following
persons in the capacities and on the dates indicated.
Signature Title Date
--------- ----- ----
/s/ Stewart Gray MacDonald, Jr. Chairman and Chief Executive January 11, 2000
- --------------------------- Officer and Director
Stewart Gray MacDonald, Jr. (Principal Executive Officer)
/s/ Michael J. Shea Executive Vice President and January 11, 2000
- --------------------------- Chief Financial Officer
Michael J. Shea (Principal Financial and
Accounting Officer)
/s/ William M. Crozier, Jr.
- --------------------------- Director January 11, 2000
William M. Crozier, Jr.
*
- --------------------------- Director January 11, 2000
Patrick A. Flanagan
*
- --------------------------- Director January 11, 2000
Jerry A. Schiller
*
- --------------------------- Director January 11, 2000
John P. Leydon
*
- --------------------------- Director January 11, 2000
Eugene B. Doggett
*By: /s/ Stewart Gray MacDonald, Jr.
-------------------------------
Stewart Gray MacDonald, Jr.
Attorney-in-Fact
