As Filed with the Securities and Exchange Commission on July 3, 1997
Registration Statement No. 333-14655
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________
POST-EFFECTIVE
AMENDMENT NO. 1
TO
FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
_________________________
FLANDERS CORPORATION
Previously known as Elite Acquisitions, Inc.
(Exact name of registrant as specified in its charter)
NORTH CAROLINA 3564 13-3368271
(State of Incorporation) (Primary standard industrial code) (I.R.S. Employer
Identification Number)
531 Flanders Filters Road
Washington, North Carolina 27889
(919) 946-8081
(Address, including zip code, and telephone number,
including area code, of registrant=s principal offices)
Steven K. Clark
Flanders Corporation
531 Flanders Filters Road
Washington, North Carolina 27889
(919) 946-8081
(Name, address, including zip code, and telephone
number, including area code, of agent for service)
copy to:
William C. Gibbs
Snell & Wilmer L.L.P.
111 East Broadway, Suite 900
Salt Lake City, UT 84111
(801) 237-1900
<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. 1 to this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Washington, State of
North Carolina on the 3rd day of July, 1997.
FLANDERS CORPORATION
By: *
Robert R. Amerson
President, Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective
Amendment No. 1 to this Registration Statement has been signed below by the
following persons in the capacity and on the dates indicated.
Signature Title Date
* President, Chief Executive Officer July 3, 1997
Robert R. Amerson
/s/ Steven K. Clark Chief Financial Officer and Chief July 3, 1997
* Steven K. Clark Accounting Officer
* Chairman of the Board July 3, 1997
Thomas T. Allan
* Director, Vice President of July 3, 1997
Gustavo Hernandez Operations
* Director July 3, 1997
William M. Claytor
* Director July 3, 1997
William H. Clark
/s/ Steven K. Clark July 3, 1997
* Steven K. Clark
Attorney-in-fact
<PAGE>
WITHDRAWAL OF REGISTRATION STATEMENT
This Registration Statement on Form S-1 (Registration No. 333-14655), as
amended, which was originally filed with the Securities and Exchange Commission
on October 23, 1996 and declared effective on January 6, 1997, registered
1,600,000 shares of common stock for the Company and 1,333,889 shares of common
stock for resale on behalf of certain selling shareholders of the Company (the
"Selling Shareholders"). The Company has issued all of the 1,600,000 shares of
the Company=s common stock pursuant to the Registration Statement. The Selling
Shareholders have not sold their shares and the financial information contained
in the Registration Statement is outdated. To avoid the need to file periodic
post-effective amendments to the Registration Statement, the Company has
determined to delist the Selling Shareholder=s shares from the Registration
Statement and include the shares of the Selling Shareholders in a Form S-3
registration statement which will allow the Company to incorporate by reference
updated financial information filed as part of the Company=s regular 34 Act
compliance reporting. Accordingly, the Company hereby withdraws 1,333,889 shares
of common stock that were registered for resale on behalf of the Selling
Shareholders pursuant to the Registration Statement.
