As filed with the Securities and Exchange Commission on February 3, 1999. Registration No. 333-52235 SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Post-Effective Amendment No. 1 to FORM S-4/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EASTERN ENTERPRISES (Exact name of registrant as specified in its charter) Massachusetts 4924 04-1270730 (State or other jurisdiction (Primary Standard (I.R.S. Employer incorp. or organization) Industrial Classification No.)Identification No.) 9 Riverside Road, Westen, Massachusetts 02493, (781) 647-2300 (Address, including zip code, and telephone number, including area code, of Registrant's principal executive offices) L. William Law, Jr. Eastern Enterprises, 9 Riverside Road, Weston, Massachusetts 02493 (781) 647-2300 (Name, address, including zip code, and telephone number, including area code, of agent for service) Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this Registration Statement. If the securities being registered on this Form are being offered in connection with the formation of a holding company and there is compliance with General Instruction G, check the following box. If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. Eastern Enterprises, a Massachusetts business trust ("Eastern" or the "Registrant"), hereby files this Post-Effective Amendment No. 1 to the Registrant's Registration Statement No. 333-52235 to remove from registration 653,448 shares of Eastern Common Stock, $1.00 par value per share under the Securities Act of 1933, as amended, which remain unsold pursuant to such Registration Statement on the date of this filing. No further offering of such securities will be made. 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-4 and has duly caused this Post-Effective Amendment No. 1 to the registration statement on Form S-4 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Weston, Commonwealth of Massachusetts, on this 3rd day of February, 1999. Eastern Enterprises By: /s/ L. William Law, Jr. -------------------------- Name: L. William Law, Jr. Title: Senior Vice President, General Counsel and Secretary Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the registration statement has been signed by the following persons in the capacities and on the dates indicated. Name Title Date /s/ J. Atwood Ives * Chairman of the Board, February 3, 1999 - ------------------------------- J. Atwood Ives Chief Executive Officer and Trustee (Principal Executive Officer) /s/ Fred C. Raskin President and Chief Operating February 3, 1999 - ------------------------------- Fred C. Raskin Officer /s/ Walter J. Flaherty * Senior Vice President February 3,1999 - ------------------------------ Walter J. Flaherty and Chief Financial Officer (Principal Financial Officer) /s/ James J. Harper * Vice President February 3, 1999 - ---------------------------- James J. Harper and Controller (Principal Accounting Officer) /s/ James R. Barker * Trustee February 3,1999 - --------------------------- James R. Barker /s/ Richard R. Clayton * Trustee February 3, 1999 - -------------------------- Richard R. Clayton /s/ John D. Curtin, Jr. * Trustee February 3, 1999 - -------------------------- John D. Curtin, Jr. /s/ Samuel Frankenheim * Trustee February 3, 1999 - ------------------------ Samuel Frankenheim /s/ Leonard R. Jaskol * Trustee February 3, 1999 - -------------------------- Leonard R. Jaskol /s/ Wendell J. Knox * Trustee February 3, 1999 - --------------------------- Wendell J. Knox /s/ Rina K. Spence * Trustee February 3, 1999 - --------------------------- Rina K. Spence /s/ David B. Stone * Trustee February 3, 1999 - ---------------------------- David B. Stone * By: /s/ L. William Law, Jr. February 3, 1999 ------------------------ L. William Law, Jr. Attorney-in-Fact