As filed with the Securities and Exchange Commission on May 14, 1997
Registration No. 33-59924
_________________________________________________________________________
_________________________________________________________________________
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
_______________
HERITAGE FINANCIAL SERVICES, INC.
(Exact name of registrant as specified in its charter)
Illinois 36-3139645
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
17500 S. Oak Park Avenue
Tinley Park, Illinois 60477
(Address of Principal Executive Offices) (Zip Code)
_______________
HERITAGE FINANCIAL SERVICES, INC. 1990 EXECUTIVE EQUITY
INCENTIVE PLAN
HERITAGE FINANCIAL SERVICES, INC. 1987 STOCK OPTION PLAN
(Full title of the plans)
Richard T. Wojcik
Chairman and CEO
Heritage Financial Services, Inc.
17500 S. Oak Park Avenue
Tinley Park, Illinois 60477
(Name and address of agent for service)
(708) 532-8000
(Telephone number, including area code, of agent for service)
_______________
Please direct communications concerning this Registration Statement to:
Joel S. Corwin
Law Offices of Joel S. Corwin
150 South Wacker Drive
Chicago, Illinois 60606
(312) 357-0100
_______________
This Post-Effective Amendment No. 1 to Registration Statement on Form S-8
(No. 33-59924)is being filed (i) to confirm that the Registration Statement
registers securities to be offered pursuant to terms which provide for a
change in the amount of securities being offered or issued to prevent
dilution resulting from stock splits, stock dividends or similar transactions,
in accordance with Rule 416(a) under the Securities Act of 1933, as amended,
and (ii) to reflect increases in the number of shares registered under the 1990
Plan to 664,200 shares and the 1987 Plan to 577,500 shares, in each case due
to a 3 for 2 stock split declared May 13, 1997.The number of shares offered
is subject to increase (or decrease) in accordance with said Rule 416(a) to
reflect a merger, consolidation, reorganization, recapitalization,
stock dividend, stock split, reverse stock split, share exchange or combination
or other similar event for the registrant which results in a change in the
number of shares issuable pursuant to awards under the plans.
SIGNATURES
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 on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Blue Island, State of Illinois, on the 13th day
of May,1997.
HERITAGE FINANCIAL SERVICES, INC.
By: /s/Richard T. Wojcik
Richard T. Wojcik,
Chairman of the Board 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 and on the
dates indicated.
Title Date
/s/Richard T. Wojcik Chairman of the Board May 13, 1997
Richard T. Wojcik (Principal Executive
Officer) and Director
/s/Frederick J. Sampias President and Director May 13, 1997
Frederick J. Sampias
/s/Ronald P. Groebe Senior Executive
Ronald P. Groebe Vice President,
Secretary and Director May 13, 1997
/s/Paul A. Eckroth Executive Vice President
Paul A. Eckroth and Treasurer
(Principal Financial and
Accounting Officer) May 13, 1997
/s/John J. Gallagher Director May 13, 1997
John J. Gallagher
/s/Lael W. Mathis Director May 13, 1997
Lael W. Mathis
/s/Jack Payan Director May 13, 1997
Jack Payan
/s/Arthur E. Sieloff Director May 13, 1997
Arthur E. Sieloff
/s/John L. Sterling Director May 13, 1997
John L. Sterling
/s/Chester Stranczek Director May 13, 1997
Chester Stranczek
/s/Arthur G. Tichenor Director May 13, 1997
Arthur G. Tichenor
/s/Dominick J. Velo Director May 13, 1997
Dominick J. Velo