Registration No. 33-97130-A - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 _______________ POST-EFFECTIVE AMENDMENT NO. 1 TO FORM SB-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 _____________ The Thaxton Group, Inc. (Name of small business issuer in its charter) South Carolina 140 57-0669498 (State or other jurisdiction (Primary Standard Industrial (I.R.S. Employer of incorporation or organization) Classification Code Number) Identification No.) 1524 Pageland Highway Lancaster, South Carolina 29721 (803) 285-4336 (Address and telephone number of principal executive offices) ____________ James D. Thaxton President The Thaxton Group, Inc. 1524 Pageland Highway Lancaster, South Carolina 29721 (803) 285-4336 (Name, address, including zip code, and telephone number, including area code, of agent for service) Copy to: Barney Stewart III Moore & Van Allen, PLLC NationsBank Corporate Center 100 North Tryon Street, Floor 47 Charlotte, North Carolina 28202-4003 (704) 331-1000 If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please 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(c) 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 delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box. ( ) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- DEREGISTRATION OF SECURITIES The Thaxton Group, Inc. (the "Company") has completed its public offering of 350,000 to 1,400,000 shares of common stock, $.10 par value per share (the "Common Stock"). In connection with this offering, the Company issued 418,057 shares, resulting in aggregate gross proceeds to the Company of $3,762,513. This Post-Effective Amendment No. 1 is filed in order to deregister the shares of Common Stock to the extent such securities were not issued, as described above. -2- SIGNATURES In accordance with the requirements of the Securities Act of 1933, as amended (the "Securities Act"), the Registrant has duly caused this post- effective amendment to its Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Charlotte, State of North Carolina, on June 6, 1997. THE THAXTON GROUP, INC. By: /s/ Kenneth H. James Kenneth H. James, Chief Financial Officer Pursuant to the requirements of the Securities Act, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated. Signature Title Date /s/ JAMES D. THAXTON* Chairman, President and Chief June 6, 1997 James D. Thaxton Executive Officer /s/ ROBERT L. WILSON* Executive Vice President, Chief June 6, 1997 Robert L. Wilson Operating Officer and Director /s/ KENNETH H. JAMES Vice President, Chief Financial Officer, June 6, 1997 Kenneth H. James Treasurer, Secretary and Director (Principal Accounting Officer) /s/ C.L. THAXTON, SR.* Director June 6, 1997 C.L. Thaxton, Sr. /s/ JACK W. ROBINSON* Director June 6, 1997 Jack W. Robinson /s/ PERRY L. MUNGO* Director June 6, 1997 Perry L. Mungo *By: /s/ KENNETH H. JAMES Attorney-in-Fact -3-