As filed with the Securities and Exchange Commission on April 2, 1999
Registration No. 333-13399
================================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________
POST-EFFECTIVE
AMENDMENT No. 2
TO
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
_______________
THE WET SEAL, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 33-0415940
(State or Other Juris- (I.R.S. Employer
diction of Incorporation Identification
or Organization) Number)
26972 BURBANK
FOOTHILL RANCH, CALIFORNIA 92610
(949) 583-9029
(Address, Including Zip Code, and Telephone Number, Including Area Code
of Registrant's Principal Executive Offices)
Edmond S. Thomas
26972 BURBANK
FOOTHILL RANCH, CALIFORNIA 92610
(949) 583-9029
(Name, Address, Including Zip Code, and Telephone Number, Including
Area Code, of Agent for Service)
__________________
Copy to:
Alan Siegel, Esq.
Akin, Gump, Strauss, Hauer & Feld, L.L.P.
590 Madison Avenue
New York, New York 10022
__________________
Approximate date of commencement of proposed sale to the public: Not
applicable.
If the only securities being registered on this form are being offered
pursuant to dividend or interest reinvestment plans, please check the following
box. [ ]
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. [ ]
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 delivery of the prospectus is expected to be made pursuant to Rule
434, please check the following box. [ ]
<PAGE>
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment No. 2 on Form S-3 of The Wet
Seal, Inc. (the "Company") amends the Registration Statement on Form S-3 (No.
333-13399) (as previously amended, the "Registration Statement") of the Company
that was originally declared effective by the Securities and Exchange Commission
on October 3, 1996.
The Company originally registered an aggregate of 200,000
shares of Class A Common Stock, $.10 par value (the "Securities"), pursuant to
Rule 415 under the Securities Act of 1933, as amended, for resale by certain
selling securityholders. Pursuant to an undertaking of the Company set forth in
Item 17(a)(3) of Part II of the Registration Statement, the Company agreed to
remove from registration by means of a post-effective amendment any of the
securities being registered which remain unsold at the termination of the
offering.
The Company hereby amends the Registration Statement by
deregistering all 200,000 shares of the unsold Securities.
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<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. 2 to the Registration Statement on Form S-3 to be
signed on its behalf by the undersigned, thereunto duly authorized, in the City
of Burbank, State of California, on April 2, 1999.
THE WET SEAL, INC.
By: /S/ EDMOND S. THOMAS
________________________________
Edmond S. Thomas
President and Chief Operating Officer
Pursuant to the requirements of the Securities Act of 1933,
this Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.
<TABLE>
<CAPTION>
Signature Title Date
--------- ----- ----
<S> <C> <C>
*
_____________________________ Chairman of the Board and April 2, 1999
Irving Teitelbaum Director
*
_____________________________ Vice Chairman and Chief April 2, 1999
Kathy Bronstein Executive Officer and Director
(Principal Executive Officer)
*
_____________________________ President and Chief April 2, 1999
Edmond S. Thomas Operating Officer and Director
*
_____________________________ Senior Vice President of Finance and April 2, 1999
Ann Cadier Kim Chief Financial Officer (Principal
Financial and Accounting Officer)
*
_____________________________ Secretary and Director April 2, 1999
Stephen Gross
*
_____________________________ Director April 2, 1999
George H. Benter, Jr.
*
_____________________________ Director April 2, 1999
Walter F. Loeb
*
_____________________________ Director April 2, 1999
Wilfred Posluns
*
_____________________________ Director April 2, 1999
Gerald Randolph
3
<PAGE>
*
_____________________________ Director April 2, 1999
Alan Siegel
*By: /S/ EDMOND S. THOMAS
________________________
Edmond S. Thomas
Attorney-in-Fact
</TABLE>
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