<PAGE> 1
As filed with the Securities and Exchange Commission on June 20, 1995
Registration No. 33-83108
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE
AMENDMENT NO. 1
TO
FORM S-4
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
FIRST LIBERTY FINANCIAL CORP.
(Exact name of registrant as specified in its charter)
Georgia 6712 58-1680650
(State of (Primary Standard Industrial (I.R.S. Employer
Incorporation) Classification Code Number) Identification Number)
201 Second Street
Macon, Georgia 31297
(912) 743-0911
(Address, including zip code, and telephone number, including area code, of
registrant's principal executive offices)
David L. Hall
Executive Vice President and Chief Financial Officer
First Liberty Financial Corp.
201 Second Street
Macon, Georgia 31297
(912) 743-0911
(Name, address, including zip code, and telephone number, including area code,
of agent for service)
Copies to:
William L. Floyd
Long, Aldridge & Norman
5300 One Peachtree Center
303 Peachtree Street
Atlanta, Georgia 30308
(404) 527-4010
and to:
Robert C. Schwartz
Smith, Gambrell & Russell
Suite 1800, Atlanta Financial Center
3343 Peachtree Road, N.E.
Atlanta, Georgia 30326
(404) 264-2658
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FIRST LIBERTY FINANCIAL CORP.
Deregistration
This Registration Statement, as amended to the date of its effectiveness,
registered (i) 176,400 shares of the Series B 6.0% Cumulative Convertible
Preferred Stock, $25.00 stated value per share (the "Series B Preferred
Stock"), of First Liberty Financial Corp. ("FLFC"), (ii) 238,095 shares of
Common Stock, $1.00 par value per share, of FLFC (the "Common Stock") to be
issued upon conversion of Series B Preferred Stock and (iii) such
indeterminate number of additional shares of Common Stock as may be issuable
upon conversion of Series B Preferred Stock pursuant to anti-dilution
provisions contained in FLFC's Articles of Incorporation. Pursuant to the
terms of the Merger Agreement (as defined and described in the Registration
Statement), FLFC has issued an aggregate of 148,799 shares of the Series B
Preferred Stock to the former shareholders of Central Banking Company.
Accordingly, FLFC hereby deregisters 27,601 shares of the Series B Preferred
Stock and 61,024 shares of the Common Stock originally covered by the
Registration Statement.
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SIGNATURES
Pursuant to the requirements of the Securities Act, the Registrant has
duly caused this Post-Effective Amendment No. 1 to the Registration Statement
to be signed on its behalf by the undersigned, thereunto duly authorized, in
the City of Macon, State of Georgia, on June 12, 1995.
FIRST LIBERTY FINANCIAL CORP.
By: Robert F. Hatcher
-----------------
Robert F. Hatcher
Principal Executive Officer
Pursuant to the requirements of the Securities Act, this Post-Effective
Amendment No. 1 to the Registration Statement has been signed by the
following persons in the capacities indicated on June 12, 1995.
Signature Title
Thomas H. McCook* Chairman of the Board and
- -------------------- Director
Thomas H. McCook
Robert F. Hatcher President, Chief Executive Officer
- -------------------- and Director
Robert F. Hatcher
F. Don Bradford* Director
- --------------------
F. Don Bradford
Director
- --------------------
Richard W. Carpenter
Director
- --------------------
C. Lee Ellis
Melvin I. Kruger* Director
- --------------------
Melvin I. Kruger
David L. Hall Executive Vice President and Chief
- -------------------- Financial Officer (Principal Financial
David L. Hall Officer and Principal Accounting Officer
*By: Robert F. Hatcher
---------------------
Robert F. Hatcher, as
Attorney-in-Fact
