As filed with the Securities and Exchange Commission on
September 11, 1998.
Registration No. 33-58885
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
---------------------------
AMENDMENT NO. 1
TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
---------------------------
GROSSMAN'S INC.
(Exact name of registrant as specified in its charter)
Delaware 38-0524830
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification Number)
90 Hawes Way
Stoughton, MA 02072
(Address of Principal Executive Officers)(Zip Code)
1995 Directors' Stock and Option Plan
1995 Restricted Stock Plan
(Full Title of the Plans)
The Corporation Trust Company
Corporation Trust Center
1209 Orange Street
Wilmington, DE 19801
(302) 658-7581
(Name, Address and Telephone Number,
Including Area Code, of Agent for Service)
Copies to:
Thomas A. Ford Gail J. Gordon, Esq.
President and Chief Executive Officer Foster Pepper & Shefelman PLLC
90 Hawes Way 1111 Third Avenue, Suite 3400
Stoughton, MA 02072 Seattle, Washington 98101
EXPLANATORY NOTE
Grossman's, Inc. ("Grossman's") filed a voluntary petition for
relief under Chapter 11 of the United States Bankruptcy Code on April 7, 1997.
Grossman's Joint Plan of Reorganization under Chapter 11 of the United States
Bankruptcy Code (the "Plan") was confirmed by the Bankruptcy Court for the
District of Delaware on December 9, 1997. Under the Plan, the class of
securities of Grossman's that was registered under Section 12(g) of the Exchange
Act, as amended, and all options and warrants to acquire such securities, were
canceled. Accordingly, Grossman's hereby removes from registration any and all
shares of its common stock that were registered but not issued under the 1995
Directors' Stock and Option Plan and the 1995 Restricted Stock Plan.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1933, as amended, the Registrant has duly caused this Amendment No. 1 to
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Stoughton, State of Massachusetts,
on the 8th day of September, 1998.
GROSSMAN'S INC.
By: /s/ Thomas A. Ford
--------------------------------------
Thomas A. Ford
Chief Executive Officer and President
Pursuant to the requirements of the Securities Act of 1933, as
amended, this Amendment No. 1 to Registration Statement has been signed by the
following persons in the capacities indicated below on the dates
indicated.
/s/ Thomas A. Ford
- --------------------------- Dated: September 8, 1998
Thomas A. Ford
Chief Executive Officer, President, Director
(Principal Executive Officer)
/s/ Sharyn Hetu
- ---------------------------- Dated: July 27, 1998
Sharyn Hetu
Group Controller, Assistant Secretary
(Principal Financial Officer and Principal Accounting
Officer)
/s/ Richard Wendt
- ----------------------------- Dated:August 12, 1998
Richard Wendt, Chairman of the Board
/s/ Donald Scheffler
- ----------------------------- Dated: August 12, 1998
Donald Scheffler, Director
/s/ Theodore Schnormeier
- ----------------------------- Dated: August 18, 1998
Theodore Schnormeier, Director
/s/ Larry Wetter
- ------------------------------ Dated: August 15, 1998
Larry Wetter, Director
/s/ James V. McTevia
- ------------------------------ Dated: August 20, 1998
James V. McTevia, Director
/s/ Don Lindstedt
- ------------------------------ Dated: Agust 27, 1998
Don Lindstedt, Director
