As filed with the Securities and Exchange Commission on May 17, 1996
Registration No. 33-97356
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
-------------------
POST-EFFECTIVE AMENDMENT NO. 2 TO
FORM S-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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WINTON FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
OHIO 6036 31-1303859
- ------------------------- ------------------------ --------------
(State or other (Primary Standard (I.R.S.
jurisdiction Industrial Employer
of incorporation or Classification Code Identification
organization) Number) No.)
5511 Cheviot Road
Cincinnati, Ohio 45247
(513) 385-3880
(Address, including ZIP Code, and telephone number,
including area code, of agent for service)
Copies to:
ROBERT L. BOLLIN JOHN C. VORYS, ESQ.
Winton Financial MARIANNE E. ROCHE, ESQ.
Corporation Vorys, Sater, Seymour
5511 Cheviot Road and Pease
Cincinnati, Ohio 45247 221 E. Fourth Street
Suite 2100, Atrium Two
Cincinnati, Ohio
45201-0236
Approximate date of commencement of proposed sale of the securities to
the public: As soon as practicable after this Registration Statement has
become effective and all other conditions to the consummation of the
transactions described in t e enclosed Prospectus/Joint Proxy Statement have
been satisfied or waived.
If 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. [ ]
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<PAGE>
<TABLE>
CALCULATION OF REGISTRATION FEE
Title of each
class of Amount to be Proposed -------------- Amount of
securities to registered maximum Proposed registration
be registered offering price maximum fee
per unit aggregate
price
- ---------------- --------------- ------------- --------------- -------------
<S> <C> <C> <C> <C>
Shares of Up to 428,000, $24.93(1) $10,670,040(1) $3,680
Common Stock, including up
no par value to 1,986 shares
per share of such Common
Stock which may
be issued, on or
before January 10,
1996, upon exercise
of options to pur-
chase such Common
Stock issued on the
effective date of
the merger of Blue
Chip Savings Bank
with and into The
Winton Savings and
Loan Co.
(1) Based on the book value per share of the common shares of Blue Chip
Savings Bank at June 30, 1995.
</TABLE>
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<PAGE>
WINTON FINANCIAL CORPORATION
POST-EFFECTIVE AMENDMENT NO. 2 TO
FORM S-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Winton Financial Corporation ("Winton") hereby amends the number of
shares it removes from registration. The number reported in Post-Effective
Amendemnt No. 1 was incorrect and removed from registration 1,022 too many
shares. Winton hereby removes from registration 66,048 shares of common stock,
no par value, because only 361,952 of the 428,000 shares registered were
issued in the offering made pursuant to Winton's Registration Statement on
Form S-4.
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<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act, the Registrant has
duly caused this Amendment to Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of
Cincinnati, State of Ohio, on May 17, 1996.
WINTON FINANCIAL CORPORATION
By: /s/ Robert L. Bollin
___________________________
Robert L. Bollin
its President
Pursuant to the requirements of the Securities Act of 1933, this
Amendment to Registration Statement has been signed below by the following
persons in the capacities indicated on May 17, 1996.
Signature Title
Robert L. Bollin President
Robert L. Bollin and Director
Director
Donald G. Avery
Robert J Bollin Director
Robert J. Bollin
Clifford B. Hodapp Director
Clifford B. Hodapp
Robert E. Hoeweler Director
Robert E. Hoeweler
William J. Parchman Director
William J. Parchman
Henry L. Schulhoff Director
Henry L. Schulhoff
Jill M. Burke Treasurer
Jill M. Burke and Chief Financial Officer
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