As filed with the Securities and Exchange Commission on January 8, 1998
Registration No. 33-33293
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO.2
to
FORM S-8
REGISTRATION STATEMENT
Under
The Securities Act of 1933
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NITCHES, INC.
(Exact name of issuer as specified in its charter)
California 95-2848021
(State of Incorporation) (IRS Employer Identification No.)
10280 Camino Santa Fe
San Diego, California 92121
(Address of Principal Executive Offices) (Zip Code)
Steven P. Wyandt, President
NITCHES, INC.
10280 Camino Santa Fe
San Diego, California 92121
(Address and name of agent for service)
(619) 625-2633
(Telephone number, including area code, of agent for service)
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BEEBA'S CREATIONS, INC. INCENTIVE STOCK OPTION PLAN
AS AMENDED AND RESTATED OCTOBER 3, 1989;
BEEBA'S CREATIONS, INC. EXECUTIVE OPTION
PLAN OF OCTOBER 3, 1989
(Full title of the plans)
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Copies to:
JAMES A. MERCER III, Esq.
Luce, Forward, Hamilton & Scripps, LLP
600 W. Broadway, Suite 2600
San Diego, California 92101
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<PAGE>
PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
EXPLANATORY NOTE
Nitches, Inc., a California corporation formerly known as Beeba's
Creations, Inc.("Registrant") hereby files this Post- Effective Amendment No. 2
to its Registration Statement on Form S-8 (Registration No. 33-33293) (the
"Registration Statement") for the purposes of removing from registration under
Securities Act of 1933, as amended, an aggregate of 588,271 shares of the
Registrant's common stock ("Common Stock"), no par value, registered under the
Registration Statement which remain unsold.
The Registration Statement was originally filed by the Registrant with
the Securities and Exchange Commission on February 16, 1990 to register the
shares of Common Stock reserved by the Registrant for offering pursuant to
BEEBA'S CREATIONS, INC. INCENTIVE STOCK OPTION PLAN (the "ISOP")and BEEBA'S
CREATIONS, INC. EXECUTIVE OPTION PLAN(the "EOP"). A Post- Effective Amendment
No. 1 to the Registration Statement was filed with the Commission on September
7, 1990 to reflect additional undertakings to Part II of the Registration
Statement as required under the new rules regarding S-8 registration that went
into effect on July 13, 1990.
This Fourth Registration Statement covered shares issuable under the
ISOP which had previously been registered under the Registrant's Registration
Statement on Form S-8 (Registration No. 33-7599) filed with the Commission on
July 29, 1986; Registrant's Registration Statement on Form S-8 (Registration No.
33-11007) filed on December 29, 1986; and Registrant's Registration Statement on
Form S-8 (Registration No. 33-19924) filed on February 9, 1988.
The ISOP terminated by its own terms on May 17, 1995, ten years after
its adoption by the Board of Directors. At the time of the termination of the
ISOP, the Registrant had issued a total of 291,271 shares of the original
584,998 shares of Common Stock registered under the Registration Statement for
issuance under the ISOP. No shares of Common Stock have been sold under the ISOP
after the termination date and 293,727 shares of Common Stock were registered
but were not sold under the ISOP.
The shares of Common Stock issuable under the EOP were subsequently
registered on Registrant's Registration Statement on Form S-8 filed with the
Commission on January 8, 1998 (the "EOP Registration Statement"). At the
<PAGE>
time of filing of the EOP Registration Statement, the Registrant had issued a
total of 53,000 of the 150,000 shares of Common Stock registered under this
Registration Statement.
SIGNATURES
Pursuant to the requirements of the Securities Act cf 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 amendment to
the Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of San Diego, and State California, on
this 8th day of January, 1998.
NITCHES, INC.
By:\s\ STEVEN P. WYANDT
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Steven P. Wyandt, President
and Chief Executive Officer
