As filed with the Securities and Exchange Commission on January 9, 1997
Registration No. 33-74116
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
to
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
_____________________
LOGIC DEVICES INCORPORATED
(Exact name of Registrant as specified in its charter)
CALIFORNIA 94-2893789
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
1320 Orleans Drive
Sunnyvale, California 94089
(408) 542-5400
(Address, including zip code and telephone number, including
area code, of Registrant's principal executive offices)
______________________
William J. Volz
President
Logic Devices Incorporated
1320 Orleans Drive
Sunnyvale, California 94089
(408) 542-5400
(Name, address, including zip code, and telephone number, including area
code, of agent for service)
_______________________
COPIES TO:
David R. Selmer, Esq.
Barack, Ferrazzano, Kirschbaum & Perlman
333 West Wacker Drive
Suite 2700
Chicago, Illinois 60606
(312) 984-3155
Approximate date of commencement of proposed sale to the public: The
Registrant is hereby amending this Registration Statement to deregister
87,878 shares of Common Stock, no par value per share (consisting of
75,045 shares of Common Stock issued upon exercise of certain warrants to
purchase Common Stock and 12,833 shares of Common Stock issued upon
conversion of shares of Preferred Stock) previously registered under this
Registration Statement.
If the only securities being registered on this form are being
offered pursuant to dividend or interest reinvestment plans, please check
the following box. <square>
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.
<square>
If this Form is filed to register additional securities for an
offering pursuant to Rule 462(b) 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.
<square> _____________________.
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. <square>
______________________.
<PAGE>
This Post-Effective Amendment No. 1 is being filed by the registrant
solely to remove from registration a total of 87,878 shares of Common
Stock, no par value per share (consisting of 75,045 shares of Common Stock
issued upon exercise of certain warrants to purchase Common Stock and
12,833 shares of Common Stock issued upon conversion of shares of
Preferred Stock) which were previously registered but which have not been
offered or sold.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act, the Registrant
certifies that it has reasonable grounds to believe that it meets all the
requirements for filing on Form S-3 and has duly caused this Post-
Effective Amendment No. 1 to the Registration Statement to be signed on
its behalf by the undersigned, thereunto duly authorized in the City of
Sunnyvale, State of California on the 9th day of January, 1997.
LOGIC DEVICES INCORPORATED
By:/S/ WILLIAM J. VOLZ
William J. Volz
President
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 1 to the Registration Statement has been
signed by the following persons in the capacities and on the date stated.
SIGNATURE NAME AND TITLE DATE
/S/WILLIAM J. VOLZ William J. Volz, President January 9, 1997
(Principal Executive Officer)
and Director
/S/TODD J. ASHFORD Todd J. Ashford, Chief Financial January 9, 1997
Officer (Principal Financial and
Accounting Officer)
By: /S/WILLIAM J. VOLZ (Howard L. Farkas, Chairman January 9, 1997
William J. Volz, (Burton W. Kanter, Director January 9, 1997
Attorney-in-fact (Albert Morrison, Jr., Director January 9, 1997
