As filed with the Securities and Exchange Commission on March 24, 1998
Registration No. 333-13965
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Post-Effective Amendment No. 1 to
FORM S-3
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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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 (Address, including zip code,
or organization) and telephone number,including
area code, of registrant's
principal executive offices)
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Joseph P. Henican, III Copy to:
Vice Chairman of the Board Dionne M. Rousseau
and Chief Executive Officer 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)
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APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC:
Not Applicable
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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, 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. ___
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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.
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STEWART ENTERPRISES, INC.
Explanation of Deregistration
Stewart Enterprises, Inc. ("Stewart"), a Louisiana
corporation, filed Registration Statement No. 333-13965 on Form S-
3 on October 11, 1996 (the "Registration Statement") to register
the resale of 392,498 shares of Class A Common Stock, no par
value per share (the "Class A Common Shares"), of Stewart that
were issued to the selling shareholders listed on Page 4 of the
Prospectus (the "Selling Shareholders") on February 22, 1996.
Due to the recent amendments to Rule 144, the Registration
Statement is no longer necessary to enable the Selling
Shareholders to sell their 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 Shareholders have sold 20,000 of the Class A Common
Shares. Therefore, Stewart hereby deregisters 372,498 of its
Class A Common Shares owned by the Selling Shareholders, 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 March 23, 1998.
Stewart Enterprises, Inc.
By: /s/ JOSEPH P. HENICAN, III
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Joseph P. Henican, III
Vice Chairman of the Board and
Chief Executive Officer
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 March 23, 1998
- ---------------------
Frank B. Stewart, Jr.
/s/ JOSEPH P. HENICAN, III Vice Chairman of the Board March 23, 1998
- --------------------- and Chief Executive Officer
Joseph P. Henican, III (Principal Executive Officer)
* President, Chief Operating March 23, 1998
- --------------------- Officer and a Director
William E. Rowe
* Chief Financial Officer, March 23, 1998
- --------------------- President-Corporate Division
Ronald H. Patron and a Director
(Principal Financial Officer)
* Senior Vice President-Corporate March 23, 1998
- --------------------- Division, Treasurer and Secretary
Kenneth C. Budde (Principal Accounting Officer)
* Director March 23, 1998
- ---------------------
Darwin C. Fenner
* Director March 23, 1998
- ---------------------
Michael O. Read
* Director March 23, 1998
- ---------------------
James W. McFarland
* Director March 23, 1998
- ---------------------
John P. Laborde
Director March __ , 1998
- ---------------------
Dwight A. Holder
*By: /s/JOSEPH P. HENICAN, III
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Joseph P. Henican, III
Agent and Attorney-in-Fact