As filed with the Securities and Exchange Commission on May 28, 1997.
Registration No. 333-648
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
Stewart Enterprises, Inc.
(Exact name of registrant as specified in its charter)
Louisiana 110 Veterans Memorial Boulevard 72-0693290
(State or other Metairie, Louisiana 70005 (I.R.S. Employer
jurisdiction of (504) 837-5880 Identification Number)
incorporation or (Address, including zip code, and
organization) telephone number, including area code,
of registrant's principal executive offices)
Joseph P. Henican, III Copy to:
Chief Executive Officer and Dionne M. Rousseau
Vice Chairman of the Board Jones, Walker, Waechter, Poitevent,
Stewart Enterprises, Inc. Carrere & Denegre, L.L.P.
P. O. Box 19925 51st Floor
New Orleans, Louisiana 70179 201 St. Charles Avenue
(504) 837-5880 New Orleans, Louisiana 70170-5100
(Name, address, including zip code,
and telephone number, including area
code, of agent for service)
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.
The registrant hereby requests that this Post-Effective
Amendment No. 1 become effective as soon as practicable
pursuant to Section 8(c) of the Securities Act of 1933.
STEWART ENTERPRISES, INC.
Explanation of Deregistration
Stewart Enterprises, Inc. ("Stewart"), a Louisiana
corporation, filed Registration Statement No. 333-648 on Form
S-3 on January 26, 1996, Amendment No. 1 thereto on March 7,
1996 and Amendment No. 2 thereto on March 21, 1996
(collectively, the "Registration Statement") to register the
resale of 56,167 shares of Class A Common Stock, no par value
per share (the "Class A Common Shares"), of Stewart that were
issued to the selling shareholder listed on Page 4 of the
Prospectus (the "Selling Shareholder") on September 14, 1994.
Since the effective date of the Registration Statement,
Stewart has effected a three-for-two stock split in the form of
a 50% stock dividend on June 21, 1996. Therefore, the number
of Class A Common Shares to which the Registration Statement
relates was increased from 56,167 to 84,250 shares.
Due to the recent amendments to Rule 144, the
Registration Statement is no longer necessary to enable the
Selling Shareholder to sell his shares. In addition, in its
Registration Statement, Stewart undertook to remove from
registration by means of a post-effective amendment any of the
Class A Common Shares which remained unsold at the termination
of the offering.
Since the effective date of the Registration Statement,
the Selling Shareholder has sold none of the Class A Common
Shares. Therefore, Stewart hereby deregisters 84,250 of its
Class A Common Shares owned by the Selling Shareholder, which
remain unsold at the termination of the offering.
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 the Registration Statement to be signed on its behalf by
the undersigned, thereunto duly authorized, in the City of New
Orleans, State of Louisiana, on May 27, 1997.
Stewart Enterprises, Inc.
By: /s/ JOSEPH P. HENICAN, III
---------------------------------
Joseph P. Henican, III
Chief Executive Officer and
Vice Chairman of the Board
Pursuant to the requirements of the Securities Act of
1933, as amended, this Post-Effective Amendment No. 1 to the
Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.
Signature Title Date
---------- ---------- ------------
* Chairman of the Board May ___, 1997
- --------------------------
Frank B. Stewart, Jr.
/s/ JOSEPH P. HENICAN, III Chief Executive Officer and May 27, 1997
- --------------------------- Vice Chairman of the Board
Joseph P. Henican, III (Principal Executive Officer)
* President, Chief Operating May ___, 1997
- --------------------------- Officer and a Director
William E. Rowe
* Chief Financial Officer, May ___, 1997
- --------------------------- President-Corporate Division,
Ronald H. Patrom Executive Vice President and
a Director
(Principal Financial Officer)
* Senior Vice President-Finance, May ___, 1997
- --------------------------- Secretary and Treasurer
Kenneth C. Budde (Principal Accounting Officer)
* Director May ___, 1997
- ----------------------------
Darwin C. Fenner
* Director May ___, 1997
- ----------------------------
Michael O. Read
* Director May ___, 1997
- ----------------------------
James W. McFarland
* Director May ___, 1997
- ----------------------------
John P. Laborde
*By: /s/JOSEPH P. HENICAN, III
--------------------------
Joseph P. Henican, III
Agent and Attorney-in-Fact
