<PAGE> 1
As filed with the Securities and Exchange Commission on January 9, 2001
REGISTRATION NO. 333-25393/333-25393-01
================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
--------------------
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
--------------------
KEYSTONE FINANCIAL OLYMPIA FINANCIAL CORP.
MID-ATLANTIC FUNDING CORP. (as successor by merger to Keystone
Financial, Inc.)
(Exact name of registrants as specified in their charters)
PENNSYLVANIA DELAWARE
(State or other jurisdiction of incorporation or organization)
23-2894664 16-1539099
(I.R.S. Employer Identification No.)
ONE M&T PLAZA ONE M&T PLAZA
BUFFALO, NY 14203 BUFFALO, NY 14203
(716) 842-5445 (716) 842-5445
(Address, including zip code, and telephone number, including area code,
of registrants' principal executive offices)
RICHARD A. LAMMERT, ESQ.
SENIOR VICE PRESIDENT AND GENERAL COUNSEL
ONE M&T PLAZA
BUFFALO, NY 14203
(716) 842-5390
(name, address, including zip code, and telephone number, including area code,
of agent for service of process)
--------------------
COPY TO:
STEVEN KAPLAN, ESQ.
ARNOLD & PORTER
555 12TH STREET, NW
WASHINGTON, DC 20004
--------------------
<PAGE> 2
WITHDRAWAL OF SECURITIES FROM REGISTRATION
Registration Statement No. 333-25393/333-25393-01 under the Securities
Act of 1933, as amended, relates to $400,000,000 of debt securities ("Debt
Securities") of Keystone Financial Mid-Atlantic Funding Corp. ("Funding"), a
wholly owned subsidiary of Keystone Financial, Inc. ("Keystone") and the
guarantee ("Guarantee") of the Debt Securities by Keystone. On October 6, 2000
Keystone was merged with and into Olympia Financial Corp. ("Olympia"), with
Olympia as the surviving corporation ("Merger"). As a result of the Merger,
Funding became a wholly owned subsidiary of Olympia. At this time, $270,000,000
of the Debt Securities and related Guarantee remain unsold, which Debt
Securities and Guarantee are hereby withdrawn from registration pursuant to the
undertakings of Funding and Keystone in the Registration Statement identified
above.
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, Keystone
Financial Mid-Atlantic Funding Corp. certifies that it has duly caused this
Post-Effective Amendment No. 1 to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorised, in the City of Buffalo,
New York on the 9th day of January, 2001.
KEYSTONE FINANCIAL
MID-ATLANTIC FUNDING CORP.
By: /s/ Adam C. Kugler
---------------------------------
Adam C. Kugler
President
Pursuant to the requirements of the Securities Act of 1933, this
Amendment No. 1 to the Registration Statement has been signed below by the
following persons in the capacities Post-Effective indicated on the 9th day of
January, 2001.
<TABLE>
<CAPTION>
NAME AND SIGNATURE TITLE
<S> <C>
/S/ Adam C. Kugler Chairman of the Board and President
------------------------------------
Adam C. Kugler
/S/ Michael P. Pinto Executive Vice President
------------------------------------
Michael P. Pinto President and Chief Financial Officer and Director
/S/ Michael R. Spychala Treasurer and Principal Accounting Officer
------------------------------------
Michael R. Spychala
/S/ Robert E. Sadler, Jr. Director
------------------------------------
Robert E. Sadler, Jr.
</TABLE>
<PAGE> 4
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, Olympia
Financial Corp., as successor by merger to Keystone Financial, Inc., certifies
that it has duly caused this Post-Effective Amendment No. 1 to the Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorised, in the City of Buffalo, New York on the 9th day of January, 2001.
OLYMPIA FINANCIAL CORP.
(successor by merger to Keystone
Financial, Inc.)
By: /s/ Michael P. Pinto
---------------------------------
Michael P. Pinto
President
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 1 to the Registration Statement has been signed
below by the following persons in the capacities indicated on the 9th day of
January, 2001.
<TABLE>
<CAPTION>
NAME AND SIGNATURE TITLE
<S> <C>
/S/ Michael P. Pinto Chairman of the Board, President and Chief
------------------------------------ Financial Officer (Principal Executive and
Michael P. Pinto Financial Officer)
/S/ Gary S. Paul Treasurer (Principal Accounting Officer)
------------------------------------
Gary S. Paul
/S/ Richard A. Lammert Director
------------------------------------
Richard A. Lammert
/S/ Michael S. Piemonte Director
------------------------------------
Michael S. Piemonte
</TABLE>
