As filed with the Securities and Exchange Commission on December 21, 1999
Registration No. 333-88285
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
DROVERS BANCSHARES CORPORATION
(Name of registrant in its charter)
PENNSYLVANIA 6022 23-2209390
(State or other jurisdiction (Primary standard industrial (I.R.S. employer
of incorporation or organization) classification code number) identification
number)
30 SOUTH GEORGE STREET, YORK, PENNSYLVANIA 17401, (717) 843-1586
(Address and telephone number of principal executive offices)
A. RICHARD PUGH, PRESIDENT AND CHIEF EXECUTIVE OFFICER
DROVERS BANCSHARES CORPORATION
30 SOUTH GEORGE STREET, YORK, PENNSYLVANIA 17401
(717) 843-1586
(Name, address and telephone number of agent for service)
COPIES TO:
Charles J. Ferry, Esquire
Rhoads & Sinon LLP
One South Market Square, 12th Floor, P.O. Box 1146
Harrisburg, PA 17108-1146
(717) 233-5731
If the only securities being registered on this Form are being offered
pursuant to a dividend or interest reinvestment plan, please check the
following: [ ]
If any of the securities being registered on this Form are to be offered
on a delayed or continuous basis pursuant to Rule 415 under the Securities Act
of 1933, other than securities offered only in connection with dividend or
interest reinvestment plans, check the following box. [x]
If this form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list the Securities Act registration statement number of the earlier
effective registration statement for the same offering. [ ]
If this form is a post-effective amendment filed pursuant to Rule 462(c)
under the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering. [ ]
If delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. [ ]
<PAGE>
EXPLANATORY NOTE
On October 1, 1999, the Registrant filed a Registration Statement on
Form S-3, File No. 333-88285, registering up to 232,558 shares of its common
stock for a maximum aggregate offering price of $5,750,000 (the "Registration
Statement").
The offering to which the Registration Statement related has been
terminated. Accordingly, in satisfaction of its undertaking in Item 17(3) of
the Registration Statement, the Registrant is filing this Post-Effective
Amendment No. 1 solely to remove from registration 129,471 shares of common
stock which, as of the termination of the offering, remain unsold.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended,
the registrant has duly caused this Post-Effective Amendment to Form S-3 and
authorizes this registration statement to be signed on its behalf by the
undersigned, in the City of York, Commonwealth of Pennsylvania, on
December 21, 1999.
DROVERS BANCSHARES CORPORATION
By: /s/ A. Richard Pugh
A. Richard Pugh
Chairman, President and CEO
<PAGE>2
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment has been signed below by the following persons in the
capacities and on the dates indicated.
Signatures Title Date
/s/ A. Richard Pugh Chairman of Board, President, Chief December 21, 1999
A. Richard Pugh Executive Officer and Director
(Principal Executive Officer)
/s/ Debra A. Goodling Executive Vice President and December 21, 1999
Debra A. Goodling Treasurer (Principal Financial
Officer)
/s/John D.Blecher Senior Vice President, Secretary December 21, 1999
John D. Blecher and Assistant Treasurer (Principal
Accounting Officer)
* Director December 21, 1999
L. Doyle Ankrum
* Director December 21, 1999
J. Samuel Gregory
* Director December 21, 1999
Daniel E. Hess
* Director December 21, 1999
George W. Hodges
* Director December 21, 1999
Herbert D. Lavetan
* Director December 21, 1999
Richard M. Linder
* Director December 21, 1999
David C. McIntosh
<PAGE> 3
* Director December 21, 1999
Frank Motter
* Director December 21, 1999
Robert L. Myers, Jr.
Director
Harlowe R. Prindle
* Director December 21, 1999
Basil A. Shorb, III
* Director December 21, 1999
D. John Sparler, Jr.
* Director December 21, 1999
Gary A. Stewart
* Director December 21, 1999
Robert H. Stewart, Jr.
* Director December 21, 1999
Delaine A. Toerper
* Director December 21, 1999
James S. Wisotzkey
* By: /s/ John D. Blecher
John D. Blecher
Attorney-In-Fact
<PAGE>4
