As filed with the Securities and Exchange Commission on November 7, 1997
Registration No. 33-80676
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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM SB-2
REGISTRATION STATEMENT UNDER THE
SECURITIES ACT OF 1933
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HUNGARIAN TELEPHONE AND CABLE CORP.
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(Name of Small Business Issuer in Its Charter)
Delaware 4899 13-3652685
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(State or other jurisdiction (Primary Standard (I.R.S. Employer
of incorporation Industrial Identification No.)
or organization) Classification
Code Number)
100 First Stamford Place, Stamford, CT 06902
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(Address of principal place of business)
Peter T. Noone, Esq., General Counsel, Hungarian Telephone and Cable
Corp., 100 First Stamford Place, Suite 204, Stamford, CT 06902 (203)348-9069
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(Name, Address and Telephone Number of Agent For Service)
Approximate Date of Commencement of Proposed
Sale to the Public __________________.
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 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 earlier effective registration statement
for the same offering. __________________.
If this form is a post-effective amendment filed pursuant to Rule
462(d) 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>
The Registrant's Registration Statement No. 33-80676 was declared
effective by the Securities and Exchange Commission on November 3, 1994, in
connection with the offering of 1,143,789 shares of common stock. Pursuant to
this Post-Effective Amendment No. 1 to the Registration Statement on Form SB-2
No. 33-80676, the Registrant hereby deregisters 341,026 of the 1,143,789 shares
of common stock.
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THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH DATE OR DATES
AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT SHALL FILE
A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS REGISTRATION STATEMENT
SHALL THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH SECTION 8(A) OF THE
SECURITIES ACT OF 1933 OR UNTIL THIS REGISTRATION STATEMENT SHALL BECOME
EFFECTIVE ON SUCH DATE AS THE COMMISSION, ACTING PURSUANT TO SAID SECTION 8(A),
MAY DETERMINE.
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<PAGE>
In accordance with the Securities Act of 1933, as amended, the
Registrant certifies that it has reasonable grounds to believe that it meets all
the requirements for filing a post-effective amendment on Form SB-2 and has
authorized this Post-Effective Amendment No. 1 to the Registration Statement on
Form SB-2 to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Stamford, State of Connecticut, on November 7, 1997.
HUNGARIAN TELEPHONE AND CABLE CORP.
By: /s/Peter T. Noone
Peter T. Noone
General Counsel and Authorized
Representative on behalf
of the Registrant and the
Registrant's Board of Directors
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