BARRETT BUSINESS SERVICES INC
POS AM, 1998-09-03
HELP SUPPLY SERVICES
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                                                      Registration No. 333-07751
================================================================================


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                          ----------------------------

                            POST-EFFECTIVE AMENDMENT

                                    NO. 1 TO

                                    FORM S-3
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933
                          ----------------------------

                         BARRETT BUSINESS SERVICES, INC.
             (Exact name of registrant as specified in its charter)

          Maryland                                       52-0812977
(State or other jurisdiction of               (IRS Employer Identification No.)
    incorporation or organization)

                            4724 S.W. Macadam Avenue
                             Portland, Oregon 97201
                            Telephone (503) 220-0988
          (Address and telephone number of principal executive offices)

                               WILLIAM W. SHERERTZ
                                    President
                         BARRETT BUSINESS SERVICES, INC.
                            4724 S.W. Macadam Avenue
                             Portland, Oregon 97201
                            Telephone (503) 220-0988
           (Name, address, and telephone number of agent for service)
                          ----------------------------

                                 DEREGISTRATION

        The  Registration  Statement is hereby amended to deregister the 179,600
shares of common stock, $.01 par value per share, of Barrett Business  Services,
Inc.  (the  "Company"),  previously  registered,  none of which  have  been sold
pursuant  to the  Registration  Statement.  The Company  previously  repurchased
159,154 of the shares in accordance with a contractual obligation.

================================================================================

<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-3  and  has  duly  caused  this
post-effective amendment to registration statement to be signed on its behalf by
the undersigned,  thereunto duly authorized,  in the city of Portland,  state of
Oregon, as of the 31st day of August, 1998.

                                     BARRETT BUSINESS SERVICES, INC.
                                     (Registrant)


                                     By    /s/ Michael D. Mulholland
                                           Michael D. Mulholland
                                           Vice President-Finance

        Pursuant  to the  requirements  of the  Securities  Act  of  1933,  this
post-effective  amendment  to  registration  statement  has been  signed  by the
following  persons  in the  capacities  indicated  as of the 31st day of August,
1998.

          Signature                                             Title
          ---------                                             -----

(1) Principal Executive Officer:

<TABLE>
<S>                                                  <C>
WILLIAM W. SHERERTZ*                                 President and Chief Executive Officer
</TABLE>


(2) Principal Financial Officer:

/s/ Michael D. Mulholland                            Vice President-Finance
Michael D. Mulholland


(3) Principal Accounting Officer:

JAMES D. MILLER*                                     Controller


(4) A majority of the Board of Directors:

        ROBERT R. AMES*                              Director
        ANTHONY MEEKER*                              Director
        STANLEY G. RENECKER*                         Director
        WILLIAM W. SHERERTZ*                         Director

*By /s/ Michael D. Mulholland
        Michael D. Mulholland
        Attorney-in-fact



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