Page 1 of 4 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 NATIONAL SERVICE INDUSTRIES, INC. (Exact name of Registrant as specified in its charter) DELAWARE 58-0364900 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 1420 Peachtree Street, N.E., Atlanta, Georgia 30309 (Address of Principal Executive Offices) (Zip Code) NORTH BROS., INC. 401(K) RETIREMENT PLAN FOR FIELD NON-EMPLOYEES (FORMERLY THE INSULATION DIVISION 401(K) RETIREMENT PLAN FOR NON-FIELD EMPLOYEES) (Full title of the Plan) Kenyon W. Murphy National Service Industries, Inc. NSI Center 1420 Peachtree Street, N.E. Atlanta, Georgia 30309 (Name and address of agent for service) Telephone number, including area code, of agent for service: (404) 853-1440 =========================================================================== Withdrawal of Securities from Registration Registrant by this Post-Effective Amendment No. 1 de-registers the participation interests remaining unsold under the Plan and the remaining shares of the Registrant's common stock which could have been acquired under the Plan. Page 2 PART II Item 8. Exhibits. 24 Powers of Attorney authorizing certain persons to sign amendments to the Registration Statement on behalf of certain directors and officers of the Registrant are incorporated by reference to Exhibit 24 to the Registration Statement on Form S-8 2 Page 3 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 Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Atlanta, State of Georgia, on the 25th day of August, 1997. NATIONAL SERVICE INDUSTRIES, INC. By: s/ Kenyon W. Murphy Kenyon W. Murphy Vice-President, Secretary and Associate Counsel Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed below by the following persons in the capacities and on the dates indicated: SIGNATURE TITLE DATE s/ James S. Balloun Chairman of the Board, President August 25, 1997 James S. Balloun and Chief Executive Officer s/ Brock Hattox Executive Vice President and Chief August 25, 1997 Brock Hattox Financial Officer s/ Mark R. Bachmann Vice President and Controller August 25, 1997 Mark R. Bachmann s/ Robert M. Holder, Jr.* Director August 25, 1997 Robert M. Holder, Jr. s/ David Levy Director August 25, 1997 David Levy s/ Bernard Marcus* Director August 25, 1997 Bernard Marcus s/ John G. Medlin, Jr.* Director August 25, 1997 John G. Medlin, Jr. 3 Page 4 s/ Betty L. Siegel* Director August 25, 1997 Betty L. Siegel * By: s/ David Levy David Levy, Attorney-in-Fact Pursuant to the requirements of the Securities Act of 1933, the Plan has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Atlanta, State of Georgia, on August 25, 1997. NORTH BROS., INC. 401(K) RETIREMENT PLAN FOR NON-FIELD EMPLOYEES (formerly the Insulation Division 401(k)Retirement Plan for Non-Field Employees) By: National Service Industries, Inc., Plan Administrator By: s/ James S. Balloun James S. Balloun Chairman of the Board, President and Chief Executive Officer 4