As Filed with the Securities and Exchange Commission May 5, 1997
Registration No. 333-14055
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________
AMENDMENT NO. 1 TO
FORM SB-2
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
___________
STRATEGIA CORPORATION
(Name of Small Business Issuer in its Charter)
Kentucky 7379 61-1064606
(State or Other (Primary Standard (I.R.S. Employer
Jurisdiction Industrial Identification
of Incorporation Classification No.)
or Organization) Code Number)
10301 Linn Station Road
P.O. Box 37144
Louisville, Kentucky 40233-7144
(502) 426-3434
(Address and Telephone Number of Principal Executive Offices)
10301 Linn Station Road
P.O. Box 37144
Louisville, Kentucky 40233-7144
(Address of Principal Place of Business or Intended Principal
Place of Business)
Richard W. Smith
President
Strategia Corporation
10301 Linn Station Road
P.O. Box 37144
Louisville, Kentucky 40233-7144
(502) 426-3434
(Name, Address and Telephone Number of Agent For Service)
___________
Copies to:
ALAN K. MACDONALD
Brown, Todd & Heyburn PLLC
3200 Providian Center
Louisville, Kentucky 40202-3363
(502) 589-5400
___________
Approximate Date of Commencement of Proposed Sale to the
Public: As soon as practicable after the effective date of this
Registration Statement.
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(c) 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 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, check the following box. [X]
If delivery of the prospectus is expected to be made pursuant
to Rule 434, please check the following box. [ ]
___________
CALCULATION OF REGISTRATION FEE
Proposed Proposed
Maximum Maximum Amount of
Title of Each Class of Price Per Offering Registration
Securities to be Registered Security(1) Price(1) Fee
Common Stock, no par value $6.94 $34,904,297 $10,577
(1)Estimated solely for the purpose of computing the amount of the
registration fee pursuant to Rule 457.
___________
THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON
SUCH DATE OR DATES AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE
UNTIL THE REGISTRANT SHALL FILE A FURTHER AMENDMENT THAT
SPECIFICALLY STATES THAT THIS REGISTRATION STATEMENT SHALL
THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH SECTION 8(a) OF THE
SECURITIES ACT OF 1933 OR UNTIL THE REGISTRATION STATEMENT SHALL
BECOME EFFECTIVE ON SUCH DATE AS THE COMMISSION, ACTING PURSUANT TO
SAID SECTION 8(a) MAY DETERMINE.
___________
Strategia Corporation issued a total of 1,358,000 shares of
its common stock ("Common Stock") in the public offering to which
this Registration Statement relates, which terminated on March 26,
1997. This post-effective amendment has been filed for the purpose
of removing from registration the 2,667,000 shares of Common Stock
that were registered but not issued in the offering.
SIGNATURES
In accordance with 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 of filing on Form
SB-2 and authorized this amendment to be signed on its behalf by
the undersigned, in the City of Louisville, Commonwealth of
Kentucky, on May 5, 1997.
STRATEGIA CORPORATION
By: /s/Richard W. Smith
President
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 the respective date set out
opposite such person's name.
Signature Title Date
/s/Richard W. Smith President May 5, 1997
(Principal Executive
Officer)
(Principal Financial
Officer)
(Principal Accounting
Officer)
James P. Buren* Executive Vice President May 5, 1997
Technology,
Treasurer, and
Director
John P. Snyder* Secretary and Director May 5, 1997
John A. Brenzel* Director May 5, 1997
*By /s/ Richard W. Smith, attorney-in-fact
pursuant to power of attorney filed as
part of this registration statement.
