Registration No. 33-79324
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8
REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933
THE EASTERN COMPANY
(Exact name of registrant as specified in its charter)
Connecticut 06-0330020
----------- ----------
(State or other jurisdiction (I.R.S. employer
of incorporation or organization) identification number)
112 Bridge Street, Naugatuck, Connecticut 06770
- ----------------------------------------- -----
(Address of principal executive offices) (Zip code)
THE EASTERN COMPANY SAVINGS AND INVESTMENT PLAN
(Full title of the plan)
John V. Galiette, Esq.
Reid and Riege, P.C.
One State Street
Hartford, CT 06103
(Name and address of agent for service)
(860) 240-1009
(Telephone number, including area code,
of agent for service)
<PAGE>
On May 25, 1994, the Registrant filed with the Securities and Exchange
Commission a Form S-8 Registration Statement relating to The Eastern Company
Savings and Investment Plan (the "Plan"). The Plan permitted participants to
elect to have all or a portion of their account balance under the Plan invested
in shares of common stock, no par value, of the Registrant (the "Common Stock").
The registration statement covered an indeterminate number of shares of Common
Stock and an indeterminate number of interests in the Plan.
Effective as of January 1, 1998, the Registrant amended the Plan in
order to eliminate the ability of Plan participants to direct the investment of
their accounts in the Registrant's Common Stock. As of that date, the Plan
ceased to hold any shares of Common Stock of the Registrant.
Pursuant to Part II, Item 9(a)(3) of the Form S-8 Registration
Statement, the Registrant undertook to remove from registration, by means of a
post-effective amendment, any of the securities being registered which remain
unsold at the termination of the offering.
The offering of securities pursuant to the Form S-8 Registration
Statement No. 33-79324 has now terminated. Therefore, the Registrant hereby
removes from registration, by means of this post-effective amendment, any of the
securities registered under the Form S-8 Registration Statement No. 33-79324
which remain unsold.
<PAGE>
SIGNATURES
The Registrant. 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 this Post-Effective Amendment No. 1 to
Form S-8 Registration Statement No. 33-79324 and has duly caused this
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 33-79324
to be signed on its behalf by the undersigned, thereunto duly authorized, in the
Town of Naugatuck, State of Connecticut, on the 30th day of March, 1999.
THE EASTERN COMPANY
By /s/ Donald E. Whitmore, Jr.
------------------------------
Donald E. Whitmore, Jr.
(Executive Vice President
Chief Financial Officer, Secretary
and Principal Accounting Officer)
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 33-79324
has been signed by the following persons in the capacities and on the dates
indicated.
Signature Title Date
Director, President
* and Chief Executive March 30, 1999
- ----------------------- Officer
Leonard F. Leganza
* Director, Executive March 30, 1999
- ----------------------- Vice President, Chief
Donald E. Whitmore, Jr. Financial Officer, Secretary
and Principal Accounting
Officer
- ----------------------- Director , 1999
John W. Everets
- ----------------------- Director
Charles W. Henry , 1999
<PAGE>
* Director March 30, 1999
- -----------------------
Russell G. McMillen
* Director March 30, 1999
- -----------------------
David C. Robinson
* Director March 30, 1999
- -----------------------
Donald S. Tuttle, III
* /s/Donald E. Whitmore, Jr.
----------------------------
Donald E. Whitmore, Jr., their attorney
acting pursuant to the Power of Attorney
included in the signature page of the Form S-8
Registration Statement No. 33-79324
The Plan. Pursuant to the requirements of the Securities Act of 1933,
the trustees (or other persons who administer the employee benefit plan) have
duly caused this Post-Effective Amendment No. 1 to Form S-8 Registration
Statement No. 33-79324 to be signed on its behalf by the undersigned, thereunto
duly authorized, in the Town of Naugatuck, and State of Connecticut on the 30th
day of March , 1999.
THE EASTERN COMPANY SAVINGS AND INVESTMENT PLAN
THE EASTERN COMPANY
By /s/ Donald E. Whitmore, Jr.
------------------------------
Donald E. Whitmore, Jr.
(Executive Vice President
Chief Financial Officer, Secretary
and Principal Accounting Officer)
