As filed with the Securities and Exchange Commission on September 20, 1996
Registration No. 333-05345
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
____________________________
IONICS, INCORPORATED
(Exact name of registrant as specified in its charter)
Massachusetts 04-2068530
(State or other jurisdic- (I.R.S. Employer
tion of incorporation Identification No.)
or organization)
_____________________________
65 Grove Street
Watertown, Massachusetts 02172
(Address, including zip code, and telephone number,
including area code of registrant's Principal Executive Offices)
_____________________________
Stephen Korn
Vice President and General Counsel
Ionics, Incorporated
65 Grove Street
Watertown, Massachusetts 02172
(617) 926-2500
(Name, address and telephone number, including
area code, of agent for service)
______________________________
Approximate date of commencement of proposed sale to the public:
Promptly after this registration statement becomes effective.
_______________________________
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The Registrant hereby removes from registration under this
Registration Statement 76,442 shares of common stock, $1.00 par value
per share (the "Common Stock"), registered hereunder (all shares
originally registered hereunder being referred to as the "Offered
Shares") that have not been sold pursuant to this Registration
Statement. By the terms of this Registration Statement and a
Registration Rights Agreement among the Registrant and certain holders
of Offered Shares, the Registrant was required to keep this
Registration Statement effective until September 12, 1996. As of that
date, 61,357 Offered Shares had been sold or otherwise transferred by
selling stockholders under this Registration Statement. Pursuant to
the Registrant's Undertaking in Item 17 of this Registration Statement,
the Registrant hereby removes from registration the 76,442 Offered
Shares that have not been sold pursuant to this Registration Statement
prior to the date hereof.
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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-3 and
has duly caused this Post-Effective Amendment No. 1 to Registration
Statement to be signed on its behalf by the undersigned, thereunto
duly authorized in the Town of Watertown and Commonwealth of
Massachusetts on the 20th day of September, 1996.
IONICS, INCORPORATED
By: /s/ Arthur L. Goldstein
Arthur L. Goldstein, Chairman of the Board,
President and Chief Executive Officer
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<TABLE>
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 1 to the Registration Statement has been
signed by the following persons in the capacities and on the dates
indicated.
<CAPTION>
Signature Title Date
<S> <C> <C>
/s/Arthur L. Goldstein Chairman of the Board, September 20, 1996
Arthur L. Goldstein President and Chief
Executive Officer
(Principal Executive Officer)
/s/Robert J. Halliday Vice President, September 20, 1996
Robert J. Halliday Finance and
and Chief Financial Officer
(Principal Financial
and Accounting Officer
/s/Douglas R. Brown* Director September 20, 1996
Douglas R. Brown
/s/William L. Brown* Director September 20, 1996
William L. Brown
/s/Arnaud de Vitry d'Avaucourt* Director September 20, 1996
Arnaud de Vitry d'Avaucourt
/s/K. Kachadurian* Director September 20, 1996
K. Kachadurian
/s/Samuel A. Goldblith* Director September 20, 1996
Samuel A. Goldblith
/s/William E. Katz* Director September 20, 1996
William E. Katz
/s/Robert B. Luick* Director September 20, 1996
Robert B. Luick
/s/John J. Shields* Director September 20, 1996
John J. Shields
/s/Carl S. Sloane* Director September 20, 1996
Carl S. Sloane
/s/Mark S. Wrighton* Director September 20, 1996
Mark S. Wrighton
/s/Allen S. Wyett* Director September 20, 1996
Allen S. Wyett
*By:/s/Stephen Korn
Stephen Korn
Attorney-in-fact
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</TABLE>
