<PAGE>
As filed with the Securities and Exchange Commission on April 30, 1998
Registration No. 333-31385
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
----------
TECHNOLOGY SOLUTIONS COMPANY
(Exact Name of Registrant as Specified in Its Charter)
----------
DELAWARE 36-3584201
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
205 NORTH MICHIGAN AVENUE, SUITE 1500
CHICAGO, ILLINOIS 60601
(312) 228-4500
(Address, Including Zip Code, and Telephone Number, Including Area Code, of
Registrant's Principal Executive Offices)
----------
PAUL R. PETERSON, ESQ.
SENIOR VICE PRESIDENT AND GENERAL COUNSEL
TECHNOLOGY SOLUTIONS COMPANY
205 NORTH MICHIGAN AVENUE, SUITE 1500
CHICAGO, ILLINOIS 60601
(312) 228-4500
(Name, Address, Including Zip Code, and Telephone Number, Including Area Code,
of Agent for Service)
----------
Copies to:
JOHN O'HARE, ESQ.
SIDLEY & AUSTIN
ONE FIRST NATIONAL PLAZA
CHICAGO, ILLINOIS 60603
Approximate date of commencement of proposed sale to the public: SECURITIES
BEING WITHDRAWN FROM REGISTRATION.
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. [X]
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. [ ] __________
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>
This Post-Effective Amendment No. 1 to Registration Statement No.
333-31385 is being filed by Technology Solutions Company to remove from
registration under the Securities Act of 1933, as amended, 19,220 of the
194,805 shares registered hereunder, the number of which has been adjusted to
reflect a 50% stock distribution effective August 1, 1997, to stockholders of
record as of July 10, 1997. As adjusted, the number of shares registered
hereunder that have been sold pursuant hereto is 175,585, and 19,220 shares
remain unsold pursuant to such Registration Statement on the date of this
filing. No further offering of such securities will be made.
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 Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Chicago, State of
Illinois, on this 28th day of April, 1998.
TECHNOLOGY SOLUTIONS COMPANY
By: /s/ John T. Kohler
---------------------------------------
John T. Kohler
President and Chief Executive Officer
Pursuant to Rule 478 promulgated under the Securities Act of 1933, as
amended, this Post-Effective Amendment No. 1 to Registration Statement has
been signed below by the agent for service named in this amendment to
Registration Statement.
<TABLE>
<CAPTION>
Signature Title Date
--------- ----- ----
<S> <C> <C>
By: /s/ Paul R. Peterson Agent for Service April 28, 1998
-----------------------
Paul R. Peterson
</TABLE>
