As filed with the Securities and Exchange Commission on November 2, 1999
Registration No. 333-75091
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
NATIONAL CITY BANCSHARES, INC.
(Exact name of registrant as specified in its charter)
INDIANA 6712 35-1632155
(State or other jurisdiction (Primary Standard Industrial (IRS Employer
of incorporation or Classification Code Number) Identification
organization) Number)
227 MAIN STREET
P.O. BOX 868
EVANSVILLE, INDIANA 47705-0868
(812) 464-9677
(Address, including zip code and telephone number, including area code, of
Registrant's principal executive offices)
ROBERT A. KEIL
NATIONAL CITY BANCSHARES, INC.
227 MAIN STREET
P.O. BOX 868
EVANSVILLE, INDIANA 47705-0868
(812) 464-9677
(Name, address, including zip code, and telephone number, including area
code, of agent for service)
COPIES TO:
DAVID C. WORRELL, ESQ.
BAKER & DANIELS
300 NORTH MERIDIAN STREET
SUITE 2700
INDIANAPOLIS, INDIANA 46204
(317) 237-0300
APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE OF THE SECURITIES TO THE
PUBLIC: NOT APPLICABLE.
If the only securities being registered on this Form are being offered
pursuant to dividend or interest reinvestment plans, please check the
following box. [ ]
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(d)
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>
DEREGISTRATION OF UNSOLD SECURITIES
National City Bancshares, Inc. ("NCBE") filed a Registration Statement
No. 333-75091 on Form S-3 with the Securities and Exchange Commission on
March 26, 1999 (the "Registration Statement") pursuant to which it
registered 312,850 shares of common stock, without par value (the
"Shares"). The obligation of NCBE to maintain the effectiveness of the
Registration Statement for the benefit of the shareholders identified in
the Registration Statement (the "Selling Shareholders") expired November 1,
1999. The Selling Shareholders sold an aggregate of 3,844 Shares through
November 1, 1999. This Post-Effective Amendment No. 1 to the Registration
Statement is filed in order to deregister the 309,006 Shares that were not
sold, as described above.
<PAGE>
SIGNATURES
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THE
UNDERSIGNED REGISTRANT CERTIFIES THAT IT HAS REASONABLE GROUNDS TO BELIEVE
THAT IT MEETS ALL OF THE REQUIREMENTS FOR FILING ON FORM S-3 AND 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 EVANSVILLE, STATE OF INDIANA, ON NOVEMBER 1, 1999.
NATIONAL CITY BANCSHARES, INC.
By:/S/ MICHAEL T. VEA
Michael T. Vea, Chairman of the Board
and Chief Executive Officer
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THIS
REGISTRATION STATEMENT HAS BEEN SIGNED BY THE FOLLOWING PERSONS IN THE
CAPACITIES INDICATED ON NOVEMBER 1, 1999:
SIGNATURE TITLE
/S/ MICHAEL T. VEA Chairman of the Board, Chief Executive
Michael T. Vea Officer and Director (Principal
Executive Officer)
/S/ ROBERT A. KEIL President, Chief Financial Officer and
Robert A. Keil Director (Principal Financial Officer)
/S/ STEPHEN C. BYELICK, JR. Secretary and Treasurer (Principal
Stephen C. Byelick, Jr. Accounting Officer)
JANICE L. BEESLEY* Director
Janice L. Beesley
BEN L. CUNDIFF* Director
Ben L. Cundiff
SUSANNE R. EMGE* Director
Susanne R. Emge
DONALD G. HARRIS* Director
Donald G. Harris
DR. H. RAY HOOPS* Director
Dr. H. Ray Hoops
JOHN D. LIPPERT* Director
John D. Lippert
GEORGE D. MARTIN* Director
George D. Martin
RONALD G. REHERMAN* Director
Ronald G. Reherman
LAURENCE R. STEENBERG* Director
Laurence R. Steenberg
ROBERT D. VANCE* Director
Robert D. Vance
RICHARD F. WELP* Director
Richard F. Welp
*BY: /S/ ROBERT A. KEIL
Robert A. Keil
Attorney-in-fact