As filed with the Securities and Exchange Commission on May 28, 1997.
Registration No. 33-65766
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM SB-2
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
(Post-Effective Amendment No. 2)
TOUCHSTONE APPLIED SCIENCE ASSOCIATES, INC.
(Name of small business issuer in its charter)
Delaware 3998 13-2846796
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(State or jurisdiction (Primary Standard (IRS Employer
of incorporation or Industrial Classification Identification No.)
organization) Code Number)
Fields Lane
P.O. Box 382
Brewster, New York 10509
(914) 277-8100
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(Address and telephone number of
principal executive offices)
Fields Lane
P.O. Box 382
Brewster, New York 10509
(914) 277-8100
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(Address of principal place of business or
intended principal place of business)
Andrew L. Simon Copies to:
President Steven R. Berger, Esq.
Touchstone Applied Science Associates, Inc. Christy & Viener
Fields Lane 620 Fifth Avenue
P.O. Box 382 New York, New York 10020
Brewster, New York 10509 (212) 632-5500
(914) 277-8100
(Name, address and telephone
number of agent for service)
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Approximate date of commencement of proposed sale to the public: Not
applicable.
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. [ ]
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CALCULATION OF REGISTRATION FEE
(PREVIOUSLY FILED)
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The shares covered by this Registration Statement are issuable
pursuant to outstanding warrants and options, the terms of which
provide for a change in the number of shares issuable thereunder in
the event of a stock split and in certain other events. Pursuant to
Rule 416(b) under the Securities Act of 1933, any greater or lesser
number of shares resulting from any adjustment of the number of
shares issuable pursuant to such warrants are covered by this
Registration Statement.
<PAGE>
TOUCHSTONE APPLIED SCIENCE ASSOCIATES, INC.
PART II
DEREGISTRATION OF SECURITIES
The purpose of this Post-Effective Amendment is to
deregister the following securities of the Registrant previously
registered pursuant to the Registrant's Registration Statement on
Form SB-2 (File No. 33-65766), which Registration Statement
originally became effective on June 1, 1995: 1,146,000 shares of
Common Stock, par value $.0001 per share. These shares relate to
the 292,000 Series B Warrants, which expired on March 31, 1996
unexercised, and the 30,000 Underwriter's Unit Purchase Warrants
which expired on March 13, 1997 unexercised. The Registrant's
offering has been terminated without 1,146,000 shares of the
registered securities having been issued.
<PAGE>
SIGNATURES
In accordance with 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 of filing on
Form SB-2 and authorized this post-effective amendment to the
registration statement to be signed on its behalf by the
undersigned, in the City of Brewster, State of New York, on May
28, 1997.
TOUCHSTONE APPLIED SCIENCE ASSOCIATES, INC.
By:/s/ ANDREW L. SIMON
---------------------------------
Andrew L. Simon
President and Treasurer
(principal executive officer and
principal financial officer)
In accordance with the requirements of the Securities
Act of 1933, this post-effective amendment to the registration
statement has been signed by the following persons in the
capacities and on the dates stated.
Signature Title Date
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/s/ ANDREW L. SIMON
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Andrew L. Simon Director and Chairman
of the Board May 28, 1997
/s/ LINDA G. STRALEY
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Linda G. Straley Director May 28, 1997
/s/ STEPHEN H. IVENS
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Stephen H. Ivens Director May 28, 1997
/s/ MICHAEL D. BECK
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Michael D. Beck Director May 28, 1997
/s/ STEVEN R. BERGER
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Steven R. Berger Director May 28, 1997
/s/ MICHAEL MILONE
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Michael Milone Director May 28, 1997
