As filed with the Securities and Exchange Commission on August 24, 1995
Registration No. 33-66336
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------
POST-EFFECTIVE
AMENDMENT NO. 2 TO
FORM S-3
REGISTRATION STATEMENT
Under
The Securities Act of 1933
-----------------
FIRST REPUBLIC BANCORP INC.
(Exact name of registrant as specified in its charter)
Delaware 94-2964497
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
388 Market Street,
San Francisco, California 94111
(415) 392-1400
(Address, including zip code, and telephone number,
including area code, of registrant's principal executive offices)
---------------
James H. Herbert, II
President and Chief Executive Officer
First Republic Bancorp Inc.
388 Market Street
San Francisco, California 94111
(415) 392-1400
(Name, address, including zip code, and telephone number, including area
code, of agent for service)
Copies to:
L. Martin Gibbs, Esq. Jonathan D. Joseph, Esq.
Rogers & Wells Patricia A. Furlong, Esq.
200 Park Avenue Pillsbury Madison & Sutro
New York, New York 10166 P.O. Box 7880
(212) 878-8000 San Francisco, California 94120
(Counsel to the Registrant) (415) 983-1000
(Counsel to the Underwriters)
-------------------
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
-----
<PAGE>
The registrant hereby removes from registration $8,279,000 of Subordinated
Debentures Due January 15, 2009 (the "Debentures") which were unsold upon
termination of its offering of Debentures on August 23, 1995.
<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-3 and has duly caused this Post-effective
Amendment No. 2 to the Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of San Francisco, State of
California, on the 23rd day of August, 1995.
First Republic Bancorp Inc.
By: /s/ Willis H. Newton, Jr.
-------------------------------
Willis H. Newton, Jr.
Senior Vice President and
Chief Financial Officer
Pursuant to the requirements of the Securities Act of 1933, this Post-
effective Amendment No. 2 to the Registration Statement has been signed below
by the following persons in the capacities and on the dates indicated.
Signature Title Date
--------- ----- ----
/s/ Roger O.Walther* Chairman of the Board August 23, 1995
---------------------
(Roger O. Walther)
/s/ James H. Herbert, II* President, Chief Executive Officer August 23, 1995
-------------------------- and Director
(James H. Herbert, II)
/s/ Katherine August* Executive Vice President and August 23, 1995
---------------------- Director
(Katherine August)
/s/ Willis H. Newton, Jr. Senior Vice President and Chief August 23, 1995
-------------------------- Financial Officer (Principal
(Willis H. Newton, Jr.) Financial Officer)
/s/ Linda G. Moulds* Vice President, Secretary and August 23, 1995
--------------------- Controller (Principal
(Linda G. Moulds) Accounting Officer)
/s/ Richard M. Cox-Johnson* Director August 23, 1995
----------------------------
(Richard M. Cox-Johnson)
/s/ Kenneth W. Dougherty* Director August 23, 1995
--------------------------
(Kenneth W. Dougherty)
/s/ Frank J. Fahrenkopf, Jr.* Director August 23, 1995
------------------------------
(Frank J. Fahrenkopf, Jr.)
/s/ L. Martin Gibbs* Director August 23, 1995
---------------------
(L. Martin Gibbs)
Director August 23, 1995
--------------
(James F. Joy)
/s/ John F. Mangan* Director August 23, 1995
--------------------
(John F. Mangan)
/s/ Barrant V. Merrill* Director August 23, 1995
------------------------
(Barrant V. Merrill)
*By Willis H. Newton, Jr., Attorney-in-fact.
