<PAGE> 1
As filed with the Securities and Exchange Commission on March 31, 1998
Registration No. 333-26701
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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POST-EFFECTIVE
AMENDMENT NO. 3
TO
FORM S-11
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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INLAND REAL ESTATE CORPORATION
(Exact name of registrant as specified in governing instruments)
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2901 BUTTERFIELD ROAD
OAK BROOK, ILLINOIS 60523
(Address of principal executive offices)
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ROBERT H. BAUM, ESQ.
INLAND REAL ESTATE CORPORATION
2901 BUTTERFIELD ROAD
OAK BROOK, ILLINOIS 60523
(Name and address of agent for service)
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With a copy to:
MICHAEL J. CHOATE, ESQ.
SHEFSKY & FROELICH LTD.
444 NORTH MICHIGAN AVENUE
SUITE 2500
CHICAGO, ILLINOIS 60611
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INLAND REAL ESTATE CORPORATION
POST-EFFECTIVE AMENDMENT NO. 3
DEREGISTRATION OF SHARES
Inland Real Estate Corporation (the "Company") filed a Registration
Statement on Form S-11 which was declared effective on July 14, 1997 pursuant
to which the Company registered 21,000,000 shares of common stock (the
"Shares") and 875,000 warrants to purchase 875,000 Shares (the "Warrants"). Of
the 21,875,000 Shares registered, 20,000,000 Shares were offered on a "best
efforts" basis, 1,000,000 Shares were offered for distribution to individuals
participating in the Company's Distribution Reinvestment Program (the "DRP")
and 875,000 Shares were issuable upon the exercise of the Warrants.
As of March 31, 1998, the Company had offered and sold all 20,000,000
Shares available for distribution on a "best efforts" basis. An additional
661,927.743 Shares were issued to individuals participating in the DRP. The
Company issued 433,370 Warrants in connection with this offering. None of the
Warrants were exercised. The Company has determined to terminate, as of
March 31, 1998, the offering of Shares evidenced by this Registration
Statement and hereby deregisters the remaining 338,072.257 Shares which were
registered for distribution to individuals participating in the Company's DRP,
and the 441,630 Warrants and the 875,000 Shares issuable upon exercise of the
Warrants.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended,
the Registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-11 and has duly caused this
Post-Effective Amendment to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Oak Brook,
State of Illinois, on the 31th day of March, 1998.
INLAND REAL ESTATE CORPORATION
By: /s/ Robert D. Parks
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Title: President, Chief Executive Officer,
Chief Operating Officer and
Chairman of the Board of Directors
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Pursuant to the requirements of the Securities Act of 1933, as amended,
this Post-Effective Amendment to the Registration Statement has been signed by
the following persons in the capacities and on the dates indicated:
<TABLE>
<CAPTION>
Name Title Date
---- ----- ----
<S> <C> <C>
/s/ * President, Chief Executive Officer, March 31, 1998
- -------------------------- Chief Operating Officer and Chairman
Robert D. Parks of the Board of Directors
/s/ * Director March 31, 1998
- --------------------------
G. Joseph Cosenza
/s/ * Secretary, Treasurer and Chief March 31, 1998
- --------------------------- Financial Officer (Principal Accounting
Kelly Tucek Officer)
/s/ * Director March 31, 1998
- ---------------------------
Roland W. Burris
/s/ * Director March 31, 1998
- ---------------------------
Joel G. Herter
/s/ * Director March 31, 1998
- ---------------------------
Heidi N. Lawton
</TABLE>
Robert D. Parks, the undersigned attorney-in-fact, by signing his name
below, does hereby sign this Post Effective Amendment No. 3 to the Registration
Statement on behalf of the above-indicated Officers and Directors of Inland
Real Estate Corporation (constituting all the Directors) pursuant to powers of
attorney executed by such persons and heretofore filed with the Securities and
Exchange Commission.
*By: /s/ Robert D. Parks
- ---------------------------
Robert D. Parks
As attorney-in-fact
