As filed with the Securities and Exchange Commission on March 1, 2005
Post-Effective amendment No. 1 to Registration Statement
on Form S-8 (NO. 333-73740)
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
OHIO CASUALTY CORPORATION
(Exact name of registrant as specified in its charter)
OHIO 31-0783294
(State or other jurisdiction (IRS Employer
of incorporation) Identification No.)
9450 Seward Road
Fairfield, Ohio 45014
(Address, including zip code, of principal executive offices)
Employment Agreement,
Effective as of September 19, 2001,
between Ohio Casualty Corporation
and Donald F. McKee
(Full title of the Plan)
Debra K. Crane
Senior Vice President, General Counsel and Secretary
Ohio Casualty Corporation
9450 Seward Road
Fairfield OH 45014
(513) 603-2400
(Name, address, and telephone number, including area code,
of agent for service)
Page 1 of 3
DEREGISTRATION OF 250,000 SHARES OF COMMON STOCK
This Post-Effective Amendment No. 1 to Registration Statement No. 333-73740
on Form S-8 filed on November 20, 2001 by Ohio Casualty Corporation (the
"Registrant") is filed to deregister under the Securities Act of 1933, as
amended (the "Securities Act"), 250,000 of the 450,000 shares that were
originally registered on this Registration Statement but were never issued.
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 to the Registration Statement on Form S-8 to be
signed on its behalf by the undersigned, thereunto duly authorized, in the
City of Fairfield, State of Ohio, on the 25th day of February, 2005.
OHIO CASUALTY CORPORATION
By: /s/ Debra K. Crane
-------------------------------------
Debra K. Crane, Senior Vice President,
General Counsel and Secretary
Page 2 of 3
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed by the persons and in the capacities and on the
dates indicated:
Signature Title Date
/s/ Dan R. Carmichael
- ---------------------- February 25, 2005
Dan R. Carmichael President/Chief Executive
Officer and Director
/s/ Michael A. Winner
- ----------------------
Michael A. Winner Chief Financial Officer February 25, 2005
/s/ Terrence J. Baehr
- ---------------------- February 25, 2005
Terrence J. Baehr Director
/s/ Jack E. Brown
- ---------------------- February 25, 2005
Jack E. Brown Director
/s/
- -----------------------
William P. Boardman Director
/s/ Catherine E. Dolan February 25, 2005
- -----------------------
Catherine E. Dolan Director
/s/ Philip G. Heasley February 25, 2005
- -----------------------
Philip G. Heasley Director
/s/ Ralph S. Michael III February 25, 2005
- ------------------------
Ralph S. Michael III Director
/s/ Stanley N. Pontius February 25, 2005
- -----------------------
Stanley N. Pontius Lead Director
/s/ Jan H. Suwinski February 25, 2005
- ---------------------
Jan H. Suwinski Director
/s/ Michael L. Wright February 25, 2005
- ----------------------
Michael L. Wright Director
/s/ Robert A. Oakley February 25, 2005
- ----------------------
Robert A. Oakley Director
Page 3 of 3