As filed with the Securities and Exchange Commission on
May 14, 1998.
Registration No. 333-29407
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
ACCENT COLOR SCIENCES, INC.
(Exact name of issuer as specified in its charter)
Connecticut 06-1380314
(State or other jurisdiction (I.R.S. Employer
of Identification Number)
incorporation or organization)
06108
800 Connecticut Boulevard (Zip Code)
East Hartford, CT 06108
(Address of Principal
Executive Offices)
ACCENT COLOR SCIENCES, INC. 1995 STOCK INCENTIVE PLAN
(Full title of the plan)
Charles E. Buchheit
President and
Chief Executive Officer
Accent Color Sciences, Inc.
800 Connecticut Boulevard
East Hartford, CT 06108
(860) 610-4000
(Name, address and telephone number of agent for service)
CALCULATION OF REGISTRATION FEE
Proposed Proposed
Title of Maximum Maximum
Securities Amount Offering Aggregate Amount of
to be to be Price Offering Registration
Registered Registered Per Share Price Fee
(1) (2) (2) (2)
Common Stock,
No par value
per share 500,000 shares $ 2.2815 $ 1,140,750.00 $ 336.52
(1) The registration statement also includes an
indeterminable number of additional shares that may become
issuable as a result of terminated, expired, forfeited or
surrendered awards respecting Common Stock, or pursuant to
the antidilution adjustment provisions of the plan.
(2) In accordance with Rule 457, calculated on the basis of
the average of the high and low prices for the Common Stock
on the Nasdaq National Market on May 11, 1998.
The Exhibit Index is located at page 4.
Page 1 of 4 pages.
INCORPORATION OF CONTENTS OF EARLIER
REGISTRATION STATEMENT BY REFERENCE
The purpose of this Post-Effective Amendment No. 1 is to
register 500,000 additional shares of the Registrant's Common
Stock, no par value per share, in connection with the
Registrant's 1995 Stock Incentive Plan. Pursuant to General
Instruction E of Form S-8 the contents of the Registrant's
Registration Statement (Registration No. 333-29407) on Form S-8
filed with the Commission on June 17, 1997, are incorporated
herein by reference.
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 Town of East
Hartford, Connecticut, on May 14, 1998.
ACCENT COLOR SCIENCES, INC.
By:/s/ PatrickJ.Pedonti
Patrick J. Pedonti
Vice President,
Treasurer and
Chief Financial Officer
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.
Signature Title Date
/s/ Charles E. Buchheit President, and May 14, 1998
Charles E. Buchheit Chief Executive Officer
/s/ Patrick J. Pedonti Vice President, May 14, 1998
Patrick J. Pedonti Treasurer
and Chief Financial
Officer (Principal
Financial Officer)
/s/ Norman L. Milliard May 14, 1998
Norman L. Milliard
Director and
Attorney-in-fact for:
Richard J. Coburn Director
Willard F. Pinney, Jr. Director (Constituting a majority
Robert H. Steele Director of the Board of Directors)
Richard Hodgson Director
EXHIBIT INDEX
No. Description
4.1 Amended and Restated
Certificate of
Incorporation of the
4.2 Company*
4.3 By-laws of the
Company*
5 Accent Color
Sciences, Inc. 1995
Stock Incentive Plan
23.1
Opinion of Murtha,
Cullina, Richter and
23.2 Pinney, LLP
Consent of Price
Waterhouse, LLP
24
Consent of Murtha,
Cullina, Richter and
Pinney, LLP
contained in their
opinion filed as
Exhibit 5
Power of Attorney*
*Previously filed.