As filed with the Securities and Exchange Commission on January 14, 1999
Registration No. 333-45233
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE
AMENDMENT NO. 3
TO
FORM S-11
REGISTRATION STATEMENT
Under
The Securities Act of 1933
INLAND REAL ESTATE CORPORATION
(Exact name of registrant as specified in governing instruments)
2901 Butterfield Road
Oak Brook, Illinois 60523
(Address of principal executive offices)
Robert H. Baum, Esq.
Inland Real Estate Corporation
2901 Butterfield Road
Oak Brook, Illinois 60523
(Name and address of agent for service)
With a copy to:
Michael J. Choate, Esq.
Shefsky & Froelich Ltd.
444 North Michigan Avenue
Suite 2500
Chicago, Illinois 60611
INLAND REAL ESTATE CORPORATION
POST-EFFECTIVE AMENDMENT NO. 3
DEREGISTRATION OF SHARES
We filed a Registration Statement on Form S-11 which the Securities and
Exchange Commission declared effective on April 7, 1998 pursuant to which we
registered 28,058,370 shares of common stock and 625,000 warrants to purchase
625,000 shares. Of the 28,058,370 shares registered, we offered 25,000,000
shares on a "best efforts" basis, 2,000,000 shares for distribution to
individuals participating in our Distribution Reinvestment Program and
1,058,370 shares were issuable upon the exercise of the warrants.
As of December 31, 1998, we had offered 25,000,000 and sold 16,655,473.6164
shares available for distribution on a "best efforts" basis. An additional
1,142,016.5038 shares were issued to individuals participating in our
Distribution Reinvestment Program. We issued 371,035.3525 warrants in
connection with this offering. We have determined to terminate, as of
December 31, 1998, the offering of shares evidenced by this Registration
Statement and we hereby deregister the remaining 857,983.4962 shares which
were registered for distribution to individuals participating in our
Distribution Reinvestment Program and 253,964.6475 warrants and 253,964.6475
shares issuable upon exercise of the warrants.
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 7th day of January, 1999.
Inland Real Estate Corporation
By: /s/Robert D. Parks
Title: President, Chief Executive Officer,
Chief Operating Officer and Chairman
of the Board of Directors
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:
Name Title Date
/s/ * President, Chief Executive Officer, January 7, 1999
Robert D. Parks Chief Operating Officer and Chairman
of the Board of Directors
/s/ * Director January 7, 1999
G. Joseph Cosenza
/s/ * Secretary, Treasurer and Chief January 7, 1999
Kelly Tucek Financial Officer (Principal Accounting
Officer)
/s/ * Director January 7, 1999
Roland W. Burris
/s/ * Director January 7, 1999
Joel G. Herter
/s/ * Director January 7, 1999
Heidi N. Lawton
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