TRIDEX CORP
S-3/A, 1998-02-17
COMPUTER PERIPHERAL EQUIPMENT, NEC
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                                           Registration Statement No. 333-15021
   -----------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                           --------------------------

                                 POST-EFFECTIVE
                                 AMENDMENT NO.1
                                       TO
                             REGISTRATION STATEMENT
                                       ON
                                    FORM S-3
                                      Under
                           THE SECURITIES ACT OF 1933
                           --------------------------

                               TRIDEX CORPORATION
             (Exact name of registrant as specified in its charter)

                           Connecticut                06-0682273
         (State or other jurisdiction of          (I.R.S. Employer
          incorporation or organization)          Identification No.)

                       61 Wilton Road, Westport, CT 06880
                                  (203)226-1144
               (Address, including zip code, and telephone number,
        including area code, of registrant's principal executive offices)

                                 Seth M. Lukash
                             Chief Executive Officer
                       61 Wilton Road, Westport, CT 06880
                                 (203) 226-1144
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

                            Stephen J. Carlotti, Esq.
                            Hinckley, Allen & Snyder
                                1500 Fleet Center
                         Providence, Rhode Island 02903
                                 (401) 274-2000

     Approximate date of commencement of proposed sale to the public: As soon as
practicable after the effective date of the Registration Statement.


                               TRIDEX CORPORATION

             693,184 Shares of Common Stock (no par value per share)

SYNOPSIS OF OFFERING

     Pursuant to a currently  effective  Registration  Statement  filed with the
Securities  and  Exchange  Commission  by  EDGAR on  October  29,  1996,  Tridex
Corporation  ("Tridex" or the "Company")  registered for sale by certain selling
security  holders a total of 693,184 shares (the  "Shares") of Common Stock,  no
par value (the  "Common  Stock"),  of Tridex.  The Common Stock is traded on the
Nasdaq National Market under the symbol "TRDX."


POST-EFFECTIVE AMENDMENTS

     In Part II of the Registration  Statement,  item 17,  subparagraph (3), the
Company  agreed,  as  part  of its  undertakings  pursuant  to the  Registration
Statement, to do the following:

                           (3) The undersigned  registrant  hereby undertakes 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.

     Pursuant to the terms of the Offering, and the undertaking set forth above,
the Company does hereby remove from registration a total of 343,575 shares which
were registered  pursuant to the Registration  Statement and which remain unsold
at the termination of the offering.



<PAGE>


                                   SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, as amended, the
registrant  has  duly  caused  this  Post-Effective   Amendment  No.  1  to  its
Registration  Statement  (File No.  333-15021) to be signed on its behalf by the
undersigned,  thereunto duly authorized in the City of Westport, Connecticut, on
February 17, 1998.

                                           TRIDEX CORPORATION


                                           By:_/s/ Seth M. Lukash______
                                               Seth M. Lukash, Chairman,
                                               President, Chief Executive
                                               Officer, and Chief Operating
                                               Officer



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