As filed with the Securities and Exchange Commission on October 1, 1999
Registration No. 333-21761
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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Post-Effective Amendment No. 1
to
FORM S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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COCENSYS, INC.
(Exact name of Registrant as specified in its charter)
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Delaware 33-0538836
(State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation or organization)
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213 Technology Drive
Irvine, California 92618
(949) 753-6100
(Address, including zip code, and telephone number,
including area code of Registrant's principal executive offices)
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Issuance Agreement
(Full title of plan)
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Howard R. Udell, Esq.
c/o Purdue Pharma L.P.
100 Connecticut Avenue
Norwalk, Connecticut 06850
(203) 853-0123
(Name, address, including zip code, and telephone
number, including area code of agent for service)
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Copies of all communications, including
communications sent to the agent for service, to:
Stuart D. Baker, Esq.
Chadbourne & Parke LLP
30 Rockefeller Plaza
New York, NY 10112
212-408-5100
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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 the Registration Statement shall become
effective on such date as the Commission, acting pursuant to said Section 8(a),
may determine.
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The Registrant hereby withdraws from registration any shares of its Common
Stock registered hereby which remain unsold.
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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 amendment to the
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the city of Norwalk, State of Connecticut, on this 1st day
of October, 1999.
COCENSYS, INC
By: /s/ Stuart D. Baker
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Stuart D. Baker
Director
Pursuant to the requirements of the Securities Act of 1933, the amendment
to this Registration Statement has been signed below by the following persons in
the capacities and on the dates indicated.
Signature Title Date
/s/ Stuart D. Baker
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Stuart D. Baker Director October 1, 1999
/s/ Howard R. Udell
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Howard R. Udell Director October 1, 1999
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