<PAGE> 1
As filed with the Securities and Exchange Commission on December ______, 2000
Registration No. 333-34938
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-8
REGISTRATION STATEMENT
Under
The Securities Act of 1933
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OMNOVA SOLUTIONS INC.
(Exact Name of Registrant as Specified in Its Charter)
OHIO 34-1897652
(State or Other Jurisdiction (I.R.S. Employer Identification No.)
of Incorporation or Organization)
175 Ghent Road, Fairlawn, Ohio 44333-3300
(Address of Principal Executive Offices Including Zip Code)
OMNOVA SOLUTIONS INC.
RETIREMENT SAVINGS PLAN
(Full Title of the Plan)
Cynthia A. Slack
Secretary
OMNOVA Solutions Inc.
175 Ghent Road
Fairlawn, Ohio 44333-3300
(Name and Address of Agent For Service)
(330) 869-4200
(Telephone Number, Including Area Code, of Agent For Service)
================================================================================
This Post-Effective Amendment No. 1 is being filed to add new Exhibits 4.3
and 23.2 to the Registration Statement.
This Post-Effective Amendment shall become effective upon filing with the
Securities and Exchange Commission pursuant to Rule 464 under the
Securities Act of 1933.
================================================================================
Exhibit Index Appears on Page 4
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Part II
Effective December 1, 2000, the assets of the GenCorp/OMNOVA Solutions
Joint Retirement Savings Plan allocated to the accounts of employees of Omnova
Solutions Inc. (the "Registrant") were segregated from the assets allocated to
GenCorp employees. As of such effective date, the terms of the plan applicable
to the Registrant's employees will be governed by the OMNOVA Solutions Inc.
Retirement Savings Plan, which is unchanged except for the plan name.
Part II of the Registration Statement is hereby amended by adding new
Exhibits 4.3 and 23.2.
Item 8. EXHIBITS
4.3 OMNOVA Solutions Inc. Retirement Savings Plan.
23.2 Consent of Independent Auditors.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, OMNOVA
Solutions Inc. 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
Post-Effective Amendment No. 1 to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Fairlawn,
State of Ohio, on November 30, 2000.
OMNOVA SOLUTIONS INC.
By: /s/ CYNTHIA A. SLACK
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Cynthia A. Slack, Secretary
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Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 1 to the Registration Statement has been signed by
the following persons on behalf of the registrant and in the capacities and on
the dates indicated.
<TABLE>
<CAPTION>
Signature Title
--------- -----
<S> <C>
* Chief Executive Officer and Director
-------------------------------------------- (principal executive officer)
John B. Yasinsky
* Senior Vice President and Chief Financial Officer
-------------------------------------------- (principal financial)
Michael E. Hicks
* Corporate Controller
-------------------------------------------- (principal accounting officer)
Patricia J. Parr
* Director
--------------------------------------------
Edward P. Campbell
* Director
--------------------------------------------
Charles A. Corry
* Director
--------------------------------------------
David A. Daberko
* Director
--------------------------------------------
Bob G. Gower
* Director
--------------------------------------------
Diane E. McGarry
* Director
--------------------------------------------
Kevin M. McMullen
* Director
--------------------------------------------
Steven W. Percy
* Director
--------------------------------------------
Dr. R. Byron Pipers
</TABLE>
* Cynthia A. Slack, the undersigned attorney-in-fact, by signing her
name hereto, does hereby sign and execute this Post-Effective Amendment No. 1 to
the Registration Statement on behalf of the above indicated officers and
directors thereof (constituting a majority of the directors) pursuant to a power
of attorney previously filed with the Securities and Exchange Commission as
Exhibit 24.1 to the Registration Statement.
November 30, 2000 By: /s/ CYNTHIA A. SLACK
----------------------------------
Cynthia A. Slack, Attorney-in-Fact
<PAGE> 4
EXHIBIT INDEX
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4.3 OMNOVA Solutions Inc. Retirement Savings Plan.
23.2 Consent of Independent Auditors.
