Registration No. 33-96946
As filed with the Securities and Exchange Commission on March 2, 2000
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM S-8
REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933
(AMENDMANT NO.1)
U.S. WIRELESS DATA, INC.
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(Exact name of registrant as specified in its charter)
Colorado 84-1178691
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(State or other juris- (I.R.S. Employer
diction of incorporation Identification No.)
or organization)
2200 Powell Street, Suite 800
Emeryville, California 94608-1876
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(Address, including zip code of Principal Executive Offices)
1992 AMENDED STOCK OPTION PLAN
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(Full Title of the Plan)
Mr. Dean M. Leavitt, Chief Executive Officer
2200 Powell Street, Suite 800
Emeryville, California 94608-1876
(510) 596-2025
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(Name, address and telephone number,
including area code, of agent for service)
Copies to:
John G. Lewis, Esq.
Ireland, Stapleton, Pryor & Pascoe, P.C.
1675 Broadway, 26th Floor
Denver, Colorado 80202
Telephone: (303) 623-2700
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<TABLE>
<CAPTION>
CALCULATION OF REGISTRATION FEE
Title of each class of Amount to be Proposed Proposed maximum Amount of
securities to be registered maximum offering aggregate offering registration
registered price per price fee
Share
- ----------------------- ------------ ---------------- ------------------ ------------
<S> <C> <C> <C> <C>
Common Stock, no par 679,540 shares $0.22 (1) $149,499 $100*
value per share
</TABLE>
(1) Calculated pursuant to Rule 457(c) based upon the average of the bid and
asked price reported in the over-the-counter market as of September 8, 1995
(five days prior to the original date of filing of this Registration
Statement).
* The Registration Fee has already been paid.
<PAGE>
This registration statement was effective upon filing with the United
States Securities and Exchange Commission on September 14, 1995. The Company
originally included 880,000 shares of its no par value Common Stock in the
registration statement. 679,540 shares of Common Stock have been sold under the
registration statement to date. By the filing of this post-effective amendment,
the Company hereby removes from registration the balance of 200,460 shares of
Common Stock which were registered for sale pursuant to this Registration
Statement.
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<PAGE>
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 Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Emeryville, State of California on February 29, 2000.
U.S. WIRELESS DATA, INC.
By: /s/ Dean M. Leavitt
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Dean M. Leavitt, Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.
SIGNATURE TITLE DATE
- --------- ----- ----
/s/ Dean M. Leavitt Chief Executive Officer February 29, 2000
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Dean M. Leavitt
/s/ Charles I. Leone Chief Financial and February 29, 2000
- --------------------------- Principal Accounting Officer -----------------
Charles I. Leone
/s/ Chester N. Winter Director February 29, 2000
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Chester N. Winter
/s/ Alvin C. Rice Director February 29, 2000
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Alvin C. Rice
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