AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON
JULY 29 , 1994
REGISTRATION NO. 33- 53237
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-4
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
SHAWMUT NATIONAL CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 6712 06-1212629
(STATE OR OTHER JURISDICTION (PRIMARY STANDARD (I.R.S. EMPLOYER
OF INCORPORATION OR INDUSTRIAL IDENTIFICATION NO.)
ORGANIZATION) CLASSIFICATION ONE FEDERAL STREET
777 MAIN STREET CODE NUMBER) BOSTON,
HARTFORD, CONNECTICUT 06115 MASSACHUSETTS 02211
TEL. (203) 986-2000 TEL. (617) 292-2000
(ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER,
INCLUDING AREA CODE, OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)
_____________________________
J. MICHAEL SHEPHERD , ESQ.
777 MAIN STREET
HARTFORD, CONNECTICUT 06115
TEL. (203) 986-2000
(NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER,
INCLUDING AREA CODE, OF AGENT FOR SERVICE)
_____________________________
COPY TO:
WILLIAM S. RUBENSTEIN, ESQ.
SKADDEN, ARPS, SLATE, MEAGHER & FLOM
919 THIRD AVENUE
NEW YORK, NEW YORK 10022
(212) 735-3000
______________________________
If any of the securities being registered on this
form are being offered in connection with the formation
of a holding company and there is compliance with General
Instruction G, check the following box. ( )
EXPLANATORY NOTE
This Post-Effective Amendment No. 1 consists of
no exhibits. On June 27, 1994, the merger of Gateway
with and into a wholly owned subsidiary of Shawmut was
consummated, and each issued and outstanding share of
Gateway Common Stock was converted into, and became
exchangeable for, .559 shares of Shawmut Common Stock,
resulting in the issuance of an aggregate of 7,420,889
shares of Shawmut Common Stock. Therefore, in accordance
with Item 22(a) in Part II of the Registration Statement
relating to certain undertakings, this Post-Effective
Amendment No. 1 is being filed by Shawmut for the purpose
of deregistering 979,111 shares of Shawmut Common Stock.
Capitalized terms used and not defined in this
Explanatory Note have the meaning set forth in the Proxy
Statement/Prospectus included in this Registration
Statement.
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-4 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 Hartford, State
of Connecticut, on July 29 , 1994.
SHAWMUT NATIONAL CORPORATION
By: /s/ JOEL B. ALVORD
__________________________
JOEL B. ALVORD
CHAIRMAN AND CHIEF EXECUTIVE OFFICER
Pursuant to the requirements of the Securities
Act of 1993, this Post-Effective Amendment No. 1 to the
Registration Statement has been signed below by the
following persons in the capacities indicated on July 29 ,
1994.
SIGNATURES TITLE
/s/ JOEL B. ALVORD Chairman, Chief Executive Officer,
_________________________ and Director
JOEL B. ALVORD (Principal Executive Officer)
/s/ * President, Chief Operating Officer
_________________________ and Director
GUNNAR S. OVERSTROM, JR.
/s/ SUSAN E. LESTER Chief Financial Officer (Principal
_________________________ Financial Officer
SUSAN E. LESTER and Principal Accounting Officer)
/s/ * Director
_________________________
STILLMAN B. BROWN
/s/ * Director
_________________________
JOHN T. COLLINS
/s/ * Director
_________________________
FERDINAND COLLOREDO-MANSFIELD
_________________________ Director
BERNARD M. FOX
_________________________ Director
HERBERT W. JARVIS
/s/ * Director
_________________________
ROBERT J. MATURA
Director
_________________________
MAURICE SEGALL
Director
_________________________
LOIS D. RICE
/s/ * Director
_________________________
PAUL R. TREGURTHA
/s/ * Director
_________________________
WILSON WILDE
*By: /s/ JOEL B. ALVORD
_________________________
JOEL B. ALVORD
ATTORNEY-IN-FACT
