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As filed with the Securities and Exchange Commission on March 13, 1998.
Registration No. 333-39885
===========================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT No. 1
TO
FORM S-3
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Earth Sciences, Inc.
(Exact name of registrant as specified in its charter)
Colorado 84-0503749
(State of incorporation) (IRS Employer Identification
No.)
910 12th Street, Golden, Colorado 80401
(Address of principal executive offices, including Zip Code)
(Registrant's telephone number, including area code): (303) 279-7641
Mark H. McKinnies
910 12th Street, Golden, Colorado 80401
(303) 279-7641
(Name, address, including zip code and telephone number,
including area code, of agent for service of process)
APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC: 1,335,163
Shares registered hereby have been sold, and the remaining 85,837 shares will
not be offered or sold pursuant to this Registration Statement.
If the only securities being registered on this form are being offered
pursuant to dividend or interest reinvestment plans, please check the
following box. [ ]
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, other than securities offered only in connection with dividend or
interest reinvestment plans, check the following box. [ ]
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.
[ ]
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<PAGE>
Common Stock Removed From Registration
The offering of 1,421,000 shares of common stock, par value $.01 per share
(the "Common Stock") of Earth Sciences, Inc. (the "Company") registered with
the Securities and Exchange Commission (the "SEC") pursuant to a registration
statement on Form S-3, declared effective November 22, 1997, File No. 333-
39885 (the "Registration Statement") has been terminated. The Company
undertook to remove from registration by post-effective amendment, any of the
Common Stock remaining unsold at the termination of the offering covered by
the Registration Statement. Accordingly, pursuant to this post-effective
amendment, the Company hereby removes such Common Stock from registration with
the SEC under the Securities Act of 1933, as amended.
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<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended,
the Registrant hereby 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 Registration Statement and any amendment thereto to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Golden,
State of Colorado on March 13, 1998.
EARTH SCIENCES, INC.
Date: March 13, 1998 /s/ Ramon E. Bisque
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Ramon E. Bisque
Principal Executive Officer
Date: March 13, 1998 /s/ Mark H. McKinnies
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Mark H. McKinnies
President, Principal Financial and
Accounting Officer
Pursuant to the requirements of the Securities Exchange Act of 1933, as
amended, this Registration Statement and any amendment thereto has been signed
below by the following persons in the capacities and on the dates indicated.
Date: March 13, 1998 /s/ Ramon E. Bisque
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Ramon E. Bisque, Director
Date: March 13, 1998 /s/ Duane N. Bloom
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Duane N. Bloom, Director
Date: March 13, 1998 /s/ Michael D. Durham
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Michael D. Durham, Director
Date: March 13, 1998 /s/ Robert H. Lowdermilk
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Robert H. Lowdermilk, Director
Date: March 13, 1998 /s/ Mark H. McKinnies
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Mark H. McKinnies, Director
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