<PAGE> 1
As filed with the Securities and Exchange Commission on June 30, 2000
Registration No. 333-2966
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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THE BISYS GROUP, INC.
(Exact name of Registrant as specified in its charter)
Delaware 13-3532663
(State or Other (I.R.S. Employer
Jurisdiction of Identification Number)
Incorporation or
Organization)
150 Clove Road
Little Falls, New Jersey 07424-2136
(Address of Principal Executive Offices) (Zip Code)
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THE BISYS GROUP, INC.
1995 STOCK OPTION PLAN
(Full Title of the Plan)
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KEVIN J. DELL, ESQ.
Executive Vice President, General Counsel and Secretary
The BISYS Group, Inc.
150 Clove Road
Little Falls, New Jersey 07424-2136
(Name and address of agent for service)
(973) 812-8600
(Telephone number, including Area Code, of Agent for Service)
EXPLANATORY STATEMENT
The Registrant registered on Form S-8 (Registration No. 333-2966)
1,000,000 shares of its common stock issuable pursuant to the Registrant's 1995
Stock Option Plan (the "1995 Plan"). As of the date hereof, 362,400 shares of
common stock which were registered in connection with the 1995 Plan remain
available for the grant of options under the 1995 Plan and, pursuant to
Instruction E to Form S-8, are carried forward to, and deemed covered by, the
Registration Statement on Form S-8 filed on or about the date hereof in
connection with the Registrant's 1999 Equity Participation Plan.
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PART I
INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS
Not Applicable
PART II
ITEM 8. EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT
NUMBER
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<S> <C>
24* Powers of Attorney
</TABLE>
2
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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-8 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 Township of Little Falls, State
of New Jersey, on the 29th day of June, 2000.
THE BISYS GROUP, INC.
By: /s/ Lynn J. Mangum
-----------------------------------
Lynn J. Mangum
Chairman of the Board, President
and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 1 to the Registration Statement has been signed
below by the following persons in the capacities and on the dates indicated:
Signatures Title Date
---------- ----- ----
/s/ Lynn J. Mangum Director, Chairman of the June 29, 2000
------------------------ Board, President and Chief
Lynn J. Mangum Executive Officer (Principal
Executive Officer)
/s/ Dennis R. Sheehan Executive Vice President and June 29, 2000
------------------------ Chief Financial Officer
Dennis R. Sheehan (Principal Accounting and
Financial Officer)
* Director June 29, 2000
------------------------
Robert J. Casale
* Director June 29, 2000
------------------------
Thomas A. Cooper
* Director June 29, 2000
------------------------
Jay W. DeDapper
* Director June 29, 2000
------------------------
John J. Lyons
3
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* Director June 29, 2000
------------------------
Thomas E. McInerney
* Director June 29, 2000
-------------------------
Joseph J. Melone
*Lynn J. Mangum hereby signs this Post-Effective Amendment No. 1 to the
Registration Statement on Form S-8 on behalf of each of the indicated persons
for whom he is attorney-in-fact on June 29, 2000 pursuant to a power of attorney
filed herewith.
By: /s/ Lynn J. Mangum
--------------------------------
Lynn J. Mangum
Attorney-in-Fact
4
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EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
<S> <C>
24 Powers of Attorney
</TABLE>
5
