As filed with the Securities and Exchange Commission on July 12, 1995
REGISTRATION NO. 33-
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1
TO FORM S-8
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REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933
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BGS SYSTEMS, INC.
(Exact name of Registrant as specified in its charter)
MASSACHUSETTS 04-2559993
(State or other (I.R.S. Employer
jurisdiction of Identification No.)
incorporation)
128 TECHNOLOGY CENTER, WALTHAM, MASSACHUSETTS 02254-9111
(Address of Principal Executive Offices)
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1990 EMPLOYEE STOCK PURCHASE PLAN
(Full title of the Plan)
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C. Russel Hansen, Jr.
Vice President and General Counsel
BGS Systems, Inc.
128 Technology Center
Waltham, Massachusetts 02254-9111
(617) 891-0000
(Name, address and telephone number of Agent for Service)
<PAGE>
DEREGISTRATION OF SECURITIES
Pursuant to its Registration Statement on Form S-8 (Registration No. 33-
35625) filed with the Securities and Exchange Commission on June 28,
1990, the Registrant registered an aggregate of 150,000 shares of its
common stock $0.10 par value ("Common Stock"), to be offered pursuant to
the Registrant's 1990 Employee Stock Purchase Plan. The offering of
Common Stock registered pursuant to said Registration Statement has been
terminated, and the Registrant hereby removes from registration 85,634
shares of Common Stock, representing the shares of Common Stock that were
not sold in such offering.
<PAGE>
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 Post-Effective Amendment No. 1 to its Registration Statement to be
signed on its behalf by the undersigned, thereunto duly authorized, in
the City of Waltham, Commonwealth of Massachusetts, on this 12th day of
July 1995.
BGS SYSTEMS, INC.
(Registrant)
By: /S/ C. RUSSEL HANSEN, JR. FOR
Harold S. Schwenk, Jr.
President, Chief Executive Officer
and Director
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 indicated on this 12th day of July 1995
Signature Capacity
By: /S/ C. RUSSEL HANSEN, JR. FOR President, Chief Executive Officer
Harold S. Schwenk, Jr. and Director
By: /S/ NORMAND BILODEAU Chief Financial Officer
Normand Bilodeau
By: /S/ C. RUSSEL HANSEN, JR. FOR Director
Jeffrey P. Buzen
By: /S/ C. RUSSEL HANSEN, JR. FOR Director
Paul R. Duncan
