As Filed with Securities and Exchange Commission May 5, 1999
Registration No. 333-57931
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________
POST-EFFECTIVE AMENDMENT NO. 2
TO
FORM S-1 REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
___________________________
TUMBLEWEED, INC.
(Name of Registrant as specified in its Charter)
Delaware 5812 61-1327945
(State or Other (Primary Standard (I.R.S. Employer
Jurisdiction Industrial Identification No.)
of Incorporation Classification
or Organization) Code Number)
1900 Mellwood Avenue
Louisville, Kentucky 40206
(502) 893-0323
(Address and Telephone Number, including Area Code, of Principal
Executive Offices)
1900 Mellwood Avenue
Louisville, Kentucky 40206
(Address of Principal Place of Business or Intended Principal
Place of Business)
Gregory A. Compton
Vice President, Secretary and General Counsel
Tumbleweed, Inc.
1900 Mellwood Avenue
Louisville, Kentucky 40206
(502) 893-0323
(Name, Address and Telephone Number of Agent For Service)
___________________________
Copies to:
Alan K. MacDonald
Brown, Todd & Heyburn PLLC
400 W. Market Street, 32nd Floor
Louisville, Kentucky 40202-3363
(502) 589-5400
___________________________
Approximate Date of Commencement of Proposed Sale to the
Public: As soon as practicable after the effective date of this
Registration Statement.
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 number of the earlier
effective registration statement for the same offering. [ ]
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 delivery of the prospectus is expected to be made
pursuant to Rule 434, please check the following box. [ ]
___________________________
THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH
DATE OR DATES AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE
UNTIL THE REGISTRANT SHALL FILE A FURTHER AMENDMENT THAT
SPECIFICALLY STATES THAT THIS REGISTRATION STATEMENT SHALL
THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH SECTION 8(a) OF
THE SECURITIES ACT OF 1933 OR UNTIL THE REGISTRATION STATEMENT
SHALL BECOME EFFECTIVE ON SUCH DATE AS THE COMMISSION, ACTING
PURSUANT TO SAID SECTION 8(a) MAY DETERMINE.
___________________________
This post-effective amendment has been filed to remove from
registration the 473,457 shares of Common Stock of Tumbleweed,
Inc. that were registered but not issued by the Company.
Tumbleweed, Inc. registered and issued the following amounts
of its common stock ("Common Stock") in the public offering to
which this Registration Statement relates, which terminated in
January 1999:
Title of
Securities Shares Actually Shares to be Removed
Registered Shares Registered Issued From Registration
Common Stock
Registered for
Sale by the
Company 1,200,000 776,543 423,457
Common Stock
Registered for
Future Sale by
Existing
Stockholders 5,145,000 5,105,000 40,000
Total 6,345,000 5,881,543 463,457
SIGNATURES
In accordance with 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 of filing on Form
S-1 and authorized this amendment to be signed on its behalf by
the undersigned, in the City of Louisville, Commonwealth of
Kentucky, May 5, 1999.
TUMBLEWEED, INC.
By: /s/ John A. Butorac, Jr.
President, Chief Executive
Officer and Director
Pursuant to the requirements of the Securities Act of 1933,
this Post-Effective Amendment to the Registration Statement on
Form S-1 has been signed by the following persons in the
capacities indicated, on the respective date set out opposite
such person's name.
Signature Title Date
/s/John A. Butorac, Jr. President, Chief Executive
Officer and Director May 5, 1999
(Principal Executive
Officer)
/s/ James M. Mulrooney Executive Vice President, May 5, 1999
Chief Financial Officer
and Director
(Principal Financial
and Accounting Officer)
David M. Roth* Director May 5, 1999
Minx Auerbach* Director May 5, 1999
Lewis Bass* Director May 5, 1999
Roger Drury* Director May 5, 1999
George Keller* Director May 5, 1999
Terrence A. Smith* Director May 5, 1999
*By /s/ John A. Butorac, Jr., attorney-in-fact
pursuant to power of attorney filed as part of
this registration statement.
