Orleans Homebuilders (OHBIQ) S-8 POS Registration of securities for employees (post-effective amendment)

As filed with the Securities and Exchange Commission on August 30, 2010 

Registration Nos.  333-151168

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 1

TO

FORM S-8

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Orleans Homebuilders, Inc.

(Exact name of registrant as specified in its charter)

Delaware	59-0874323
(State or other jurisdiction of	(I.R.S. Employer Identification No.)
incorporation or organization)
3333 Street Road, Bensalem, PA	19020
(Address of Principal Executive Offices)	(Zip Code)

Orleans Homebuilders, Inc. Second Amended and Restated 2004 Omnibus Stock Incentive Plan

(Full title of the plan)

Jeffrey P. Orleans

Chairman, President and Chief Executive Officer

Orleans Homebuilders, Inc.

3333 Street Road

Bensalem, PA 19020

(Name and address of agent for service)

(215) 245-7500

(Telephone number, including area code, of agent for service)

Copies to:

Michael E. Plunkett

Blank Rome LLP

One Logan Square

Philadelphia, PA 19103

(215) 569-5500

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer  ¨		Accelerated filer                ¨
Non-accelerated filer  ¨	(Do not check if a smaller	Smaller reporting company x
	reporting company)

DEREGISTRATION OF SECURITIES

Orleans Homebuilders, Inc. (the “Registrant”) is filing this Post-Effective Amendment No. 1 to deregister unissued shares of the Registrant’s common stock,  par value $.10 per share (the “Common Stock”), registered for issuance under the Orleans Homebuilders, Inc. Second Amended and Restated 2004 Omnibus Stock Incentive Plan (the “Plan”) pursuant to the Registration Statement on Form S-8 filed with the Securities and Exchange Commission on Registration Statement on Form S-8 filed with the SEC on May 23, 2008 (Registration No. 333-151168) (the “Registration Statement”). Pursuant to the Registration Statement, a total of 1,600,000 shares of Common Stock were originally registered for issuance under the Plan.

Pursuant to an undertaking made by the Registrant in the Registration Statement, the Registrant hereby removes from registration the shares of Common Stock that had not been issued under the Plan.

Item 8. Exhibits

The following exhibit is filed as part of this registration statement.

Exhibit No.	Description
24.1	Power of Attorney (incorporated by reference to exhibit 24.1 filed with Post-Effective Amendment No. 1 to Registration Statement on Form S-8 filed on August 30, 2010, Registration No. 33-87696)

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 Bensalem, Pennsylvania, on the date indicated.

	ORLEANS HOMEBUILDERS, INC.
Date August 27, 2010
		/s/Benjamin D. Goldman
		Benjamin D. Goldman,
		Vice Chairman

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below by the following persons in the capacities and on the date indicated.

Signature	Title(s)	Date
*	Chairman of the Board, President and	August 27, 2010
Jeffrey P. Orleans	Chief Executive Officer (principal executive officer)
*	Vice President, Controller (principal	August 27, 2010
Mark D. Weaver	financial officer and principal accounting officer)
*	Director	August 27, 2010
Benjamin D. Goldman
*	Director	August 27, 2010
Jerome S. Goodman
*	Director	August 27, 2010
Robert N. Goodman
*	Director	August 27, 2010
Andrew N. Heine
*	Director	August 27, 2010
David Kaplan
*	Director	August 27, 2010
Lewis Katz

Signature		Title(s)	Date
*		Director	August 27, 2010
Robert M. Segal
*		Director	August 27, 2010
John W. Temple
*By:	/s/Benjamin D. Goldman
	Benjamin D. Goldman
	Attorney–in–Fact

EXHIBIT INDEX

Exhibit No.	Description
24.1	Power of Attorney (incorporated by reference to exhibit 24.1 filed with Post-Effective Amendment No. 1 to Registration Statement on Form S-8 filed on August 30, 2010, Registration No. 33-87696)