Registration Statement No. 33-31770
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
___________________________
Post-Effective Amendment No. 1 to
FORM S-8
REGISTRATION STATEMENT UNDER THE
SECURITIES ACT OF 1933
___________________________
PROVIDENCE ENERGY CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Rhode Island 05-0389170
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization
100 Weybosset Street, Providence, Rhode Island 02903
(Address, including zip code
of Principal Executive Offices)
Providence Energy Corporation 1989 Non-Employee Director Stock Option Plan
and 1989 Stock Option Plan
(Full Title of the Plan)
Susann G. Mark, Esq.
Providence Energy Corporation
100 Weybosset Street
Providence, Rhode Island 02903
(401) 272-9191
(Name, Address, Including Zip Code, and Telephone Number,
Including Area Code, of Agent for Service)
Copies to:
Margaret D. Farrell, Esq.
Hinckley, Allen & Snyder LLP
1500 Fleet Center
Providence, RI 02903
(401) 274-2000
<PAGE>
Withdrawal of Shares
Providence Energy Corporation (the "Company") filed a Registration
Statement, Registration No. 33-31770, on Form S-8 relating to its 1989
Non-Employee Director Stock Option Plan and its 1989 Stock Option Plan (the
"Plans") dated as of October 26, 1989, registering 250,000 shares of the common
stock ("Common Stock") of the Company reserved for issuance pursuant to options
granted under the Plans. Between October 26, 1989 and the date hereof, options
to acquire 73,767 shares of Common Stock were issued pursuant to the Plans. This
Post-Effective Amendment No. 1 to Registration Statement No. 33-31770 hereby
withdraws from registration the remaining 176,233 shares of Common Stock
reserved for issuance under the Plans.
Part II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 8. Exhibits.
Exhibit No. Description
24.1 Powers of Attorney with respect to 1989 Non-Employee
Director Stock Option Plan
24.2 Powers of Attorney with respect to 1989 Stock Option
Plan
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the
Registrant 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 on Form S-8 (File
No. 33-31770) to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Providence, State of Rhode Island, on August 2, 1999.
Providence Energy Corporation
By:.s/ James H. Dodge
James H. Dodge
Chairman, President and
Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities indicated on August 2, 1999.
Signature Title
s/ James H. Dodge Chairman, President and Chief Executive Officer
James H. Dodge (Principal Executive Officer)
s/ Kenneth W. Hogan Chief Financial Officer and Treasurer(Principal
Kenneth W. Hogan Financial Officer and Principal Accounting
Officer)
* Director
_______________________
Gilbert R. Bodell, Jr.
* Director
_______________________
John H. Howland
* Director
_______________________
Douglas H. Johnson
* Director
_______________________
William Kreykes
* Director
_______________________
Paul F. Levy
* Director
_______________________
Romolo A. Marsella
* Director
_______________________
M. Anne Szostak
* Director
_______________________
Kenneth W. Washburn
* Director
_______________________
W. Edward Wood
*s/ Susann G. Mark
Susann G. Mark,
Attorney-in-Fact
<PAGE>
EXHIBIT 24.1
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned does hereby constitute
and appoint James H. Dodge and Susann G. Mark and each of them with full power
of substitution and full power to act without the other, his true and lawful
attorney-in-fact and agent form him in his name, place and stead, in any and all
capacities, to execute any and all Post-Effective Amendments to the Registration
Statement on Form S-8 (the "Registration Statement") covering the offering of
shares of common stock of Providence Energy Corporation authorized to be issued
under the Providence Energy Corporation 1989 Non-Employee Director Stock Option
Plan, and to file the same, with all exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission, granting unto
said attorneys-in-fact and agents, and each of them, full power and authority to
do and perform each and every act and thing requisite and necessary to be done
in order to effectuate the same as fully, to all intents and purposes, as they
or he or she might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may lawfully do or cause
to be done by virtue hereof.
Signature Title Date
s/ James H. Dodge Director February 25, 1999
________________________
James H. Dodge
s/ Douglas H. Johnson Director February 25, 1999
________________________
Douglas H. Johnson
s/ Gilbert R. Bodell, Jr. Director February 25, 1999
________________________
Gilbert R. Bodell, Jr.
s/ William Kreykes Director February 25, 1999
________________________
William Kreykes
s/ Paul F. Levy Director February 25, 1999
________________________
Paul F. Levy
s/ John H. Howland Director February 25, 1999
________________________
John H. Howland
s/ Romola A. Marsella Director February 25, 1999
________________________
Romola A. Marsella
s/ Kenneth W. Washburn Director February 25, 1999
________________________
Kenneth W. Washburn
s/ M. Anne Szostak Director February 25, 1999
________________________
M. Anne Szostak
s/ W. Edward Wood Director February 25, 1999
________________________
W. Edward Wood
EXHIBIT 24.2
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned does hereby constitute
and appoint James H. Dodge and Susann G. Mark and each of them with full power
of substitution and full power to act without the other, his true and lawful
attorney-in-fact and agent form him in his name, place and stead, in any and all
capacities, to execute any and all Post-Effective Amendments to the Registration
Statement on Form S-8 (the "Registration Statement") covering the offering of
shares of common stock of Providence Energy Corporation authorized to be issued
under the Providence Energy Corporation 1989 Stock Option Plan, and to file the
same, with all exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite and necessary to be done in
order to effectuate the same as fully, to all intents and purposes, as they or
he or she might or could do in person, hereby ratifying and confirming all that
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to
be done by virtue hereof.
Signature Title Date
s/ James H. Dodge Director February 25, 1999
________________________
James H. Dodge
s/ Douglas H. Johnson Director February 25, 1999
________________________
Douglas H. Johnson
s/ Gilbert R. Bodell, Jr. Director February 25, 1999
_______________________
Gilbert R. Bodell, Jr.
s/ William Kreykes Director February 25, 1999
________________________
William Kreykes
s/ Paul F. Levy Director February 25, 1999
________________________
Paul F. Levy
s/ John H. Howland Director February 25, 1999
________________________
John H. Howland
s/ Romola A. Marsella Director February 25, 1999
________________________
Romola A. Marsella
s/ Kenneth W. Washburn Director February 25, 1999
________________________
Kenneth W. Washburn
s/ M. Anne Szostak Director February 25, 1999
________________________
M. Anne Szostak
s/ W. Edward Wood Director February 25, 1999
________________________
W. Edward Wood
