As filed with the Securities and Exchange Commission on March 21, 1997
File Number 333-00357 Commission File Number I-9418
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________________________________
POST EFFECTIVE AMENDMENT NUMBER ONE
TO
FORM S-8 REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
___________________________________________________
CyberAmerica Corporation
(Exact Name of Registrant as Specified in its Charter)
268 West 400 South, Suite 300, Salt Lake City, Utah 84101 87-0509512
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(Address of Principal Executive Offices) (IRS Employer
Identification Number)
1996 Stock Option Plan of The Canton Industrial Corporation
(Full Title of the Plan)
Joseph Alfano, Suite 3, 4180 Flamingo Crest Drive, Las Vegas, Nevada 89121
(Name and Address of Agent for Service of Process)
702-794-0395
(Telephone Number, Including Area Code, of Agent for Service)
EXPLANATORY NOTE
This Post-Effective Amendment to Registration Statement is being filed
by CyberAmerica Corporation, a Nevada Corporation (the "Company"). On January
22, 1996, the Company (then known as The Canton Industrial Corporation) filed a
Registration Statement on Form S-8 to register 1,000,000 shares of the Company's
common stock, par value $0.001 ("Common Stock"), to be issued pursuant to the
exercise of options granted under the Company's 1996 Employee Stock Option Plan
(the "Option Plan"). The Company also filed a Reoffer Prospectus on Part I of
Form S-3 ("Reoffer Prospectus"). At the time the Reoffer Prospectus was filed,
no options had been granted under the Option Plan and therefore the amounts of
control securities to be reoffered or resold by affiliates of the Company were
unknown. Pursuant to General Instruction C(3)(a) of Form S-8, the shares to be
sold by selling security holders were referred to in a generic manner. This
Post-Effective Amendment shall serve as a supplement to the previously filed
Reoffer Prospectus.
<PAGE>
SELLING SECURITY HOLDERS
For purposes of this Prospectus, the "Selling Security Holders" refer
to Steven A. Christensen, Susan S. Waldrop, Kevin S. Woltjen and Jeffrey Taylor.
Steven A. Christensen served as the Company's president from August 1995 to May
1996 and during the same time period was also an officer and director of a
number of the Company's affiliates. Pursuant to the exercise of options granted
to him under the Option Plan, Mr. Christensen acquired 37,203 shares of Common
Stock which are eligible for resale. Prior to the grant of options under the
Option Plan, Mr. Christensen did not own any shares of Common Stock.
Susan S. Waldrop served as the Company's secretary/treasurer and chief
financial officer from October 1995 until January 1997. Pursuant to the exercise
of options granted to her under the Option Plan, Ms. Waldrop acquired 76,189
shares of Common Stock which are eligible for resale. Ms. Waldrop is also the
holder of an option to purchase an additional 10,461 shares of Common Stock,
although such option has not yet been exercised. Prior to the grant of options
under the Option Plan, Ms. Waldrop owned 2,900 restricted shares of Common Stock
which were issued to her in April 1995 as a performance bonus.
These 2,900 restricted shares are not being included in this Prospectus.
Kevin S. Woltjen served as the Company's vice president from October
1995 until September 1996. Pursuant to the exercise of option granted to him
under the Option Plan, Mr. Woltjen acquired 95,213 shares of Common Stock which
are eligible for resale. Prior to the grant of options under the Option Plan,
Mr. Woltjen did not own any shares of Common Stock.
Jeffrey Taylor served as the Company's vice president of finance from
August 1996 to December 1996. Pursuant to the exercise of option granted to him
under the Option Plan, Mr. Taylor acquired 4,000 shares of Common Stock which
are eligible for resale. Prior to the grant of options under the Option Plan,
Mr. Taylor did not own any shares of Common Stock.
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-8, and has duly caused this
Post-Effective Amendment Number One to the Registration Statement Number
333-00357 on Form S-8 to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Salt Lake City, State of Utah on the ___ day of
March 1997.
CYBERAMERICA CORPORATION
By: /s/Richard D. Surber
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Richard D. Surber,
President
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment Number One to the Registration Statement Number
333-00357 on Form S-8 has been signed on the 19th day of March 1997 by the
following persons in the capacities indicated.
SIGNATURE TITLE
/s/Richard D. Surber President, Chief Executive Officer and Director
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Richard D. Surber
/s/Philip Lamb Director
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Philip Lamb
/s/Adrienne Bernstein Director
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Adrienne Bernstein
