-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, P/7ApT1pInihoZ0/qgqFL+SzPDZml9vs9ki3d1Xtd9/Qt4EBiwJhttkNBoya5dFM u5Jx/JOkefZnG1PNdO/v2w== 0000031617-99-000014.txt : 19990714 0000031617-99-000014.hdr.sgml : 19990714 ACCESSION NUMBER: 0000031617-99-000014 CONFORMED SUBMISSION TYPE: S-8 POS PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19990713 EFFECTIVENESS DATE: 19990713 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EDO CORP CENTRAL INDEX KEY: 0000031617 STANDARD INDUSTRIAL CLASSIFICATION: SEARCH, DETECTION, NAVIGATION, GUIDANCE, AERONAUTICAL SYS [3812] IRS NUMBER: 110707740 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: S-8 POS SEC ACT: SEC FILE NUMBER: 033-28020 FILM NUMBER: 99663539 BUSINESS ADDRESS: STREET 1: 60 EAST 42ND STREET STREET 2: SUITE 5010 CITY: NEW YORK STATE: NY ZIP: 10165 BUSINESS PHONE: 212-716-2000 MAIL ADDRESS: STREET 1: 14 04 111TH ST CITY: COLLEGE POINT STATE: NY ZIP: 11356-1434 S-8 POS 1 POST-EFFECTIVE AMENDMENT 1 TO REGISTRATION NO. 33-28020 As filed with the Securities and Exchange Commission on July 12, 1999 Registration No. 33-28020 ============================================================================== 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 ---------------------- EDO CORPORATION (Exact name of registrant as specified in its charter) New York 11-0707740 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 60 East 42nd Street, Suite 5010 New York, NY 10165 (Address of Principal Executive Offices including Zip Code) EDO CORPORATION 1983 LONG-TERM INCENTIVE PLAN; EDO CORPORATION 1988 LONG-TERM INCENTIVE PLAN; EDO CORPORATION 1988 STOCK OPTION PLAN; and EDO CORPORATION 1996 LONG-TERM INCENTIVE PLAN (Full titles of the Plans) Marvin D. Genzer Vice President, General Counsel & Secretary 60 East 42nd Street, Suite 5010 New York, NY 10165 (212) 716-2005 (Name, address and telephone number of agent for service) ============================================================================== PART II Incorporated by reference in this Post-Effective Amendment to the Form S-8 Registration Statement No. 33-28020 (the "Registration Statement") are all Items and Exhibits included in the EDO Corporation (the "Company") Form S-8 Registration Statement No. 333-77865. The Registration Statement pertains to shares of the Company's common stock, par value $1.00 per share (the "Common Shares"), that were registered for delivery under the Company's 1983 Long-Term Incentive Plan, 1988 Long-Term Incentive Plan, and 1988 Stock Option Plan (the "Predecessor Plans"). Pursuant to Section 11(h) of the Company's 1996 Long-Term Incentive Plan (the "1996 Plan"), awards outstanding under the Predecessor Plans as of April 23, 1996 may continue to be issued pursuant to the Predecessor Plans or pursuant to the 1996 Plan. Common Shares registered for delivery under the Predecessor Plans that are canceled or otherwise not issued due to the expiration, termination, forfeiture, or cancellation of awards under the Predecessor Plans will be available for new awards, and will therefore be issued, under the 1996 Plan. SIGNATURES The Registrant. 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 Form S-8 Registration Statement No. 33-28020 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, State of New York on the 27 day of July, 1998. EDO CORPORATION By: /s/ Kenneth A. Paladino -------------------------------------- Kenneth A. Paladino Vice President - Finance and Treasurer Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment to the Form S-8 Registration Statement No. 33-28020 has been signed by the following persons in the capacities and on the dates indicated. Signatures Title Date /s/ Frank A. Fariello Chairman of the Board, Chief July 27, 1998 - ----------------------- Executive Officer and Director Frank A. Fariello (Principal Executive Officer) /s/ Kenneth A. Paladino Vice President-Finance July 27, 1998 - ----------------------- and Treasurer Kenneth A. Paladino (Principal Financial Officer) /s/ Effie Pavlou Controller July 27, 1998 - ----------------------- Effie Pavlou * Director July 27, 1998 - ----------------------- Robert E. Allen * Director July 27, 1998 - ----------------------- Robert Alvine * Director July 27, 1998 - ----------------------- Mellon C. Baird * Director July 27, 1998 - ----------------------- George M. Ball * Director July 27, 1998 - ----------------------- Joseph F. Engelberger * Director July 27, 1998 - ----------------------- Robert M. Hanisee * Director July 27, 1998 - ----------------------- Michael J. Hegarty * Director July 27, 1998 - ----------------------- George A. Strutz, Jr. *By: /s/ Kenneth A. Paladino ------------------------- Kenneth A. Paladino Attorney-in-Fact EX-24 2 EXHIBIT 24 - POWER OF ATTORNEY Exhibit 24 Power of Attorney The person whose signature appears below does hereby make, constitute and appoint Marvin D. Genzer, William J. Frost and Kenneth A. Paladino and each of them, with full power to act without the other, his or her true and lawful attorney-in-fact and agent, in his or her name, place and stead to execute on his or her behalf, as an officer and/or director of EDO Corporation (the "Company"), the Post-Effective Amendment to the Form S-8 Registration Statement No. 33-28020 of the Company (the "Registration Statement") in connection with the Company's 1983 Long-Term Incentive Plan, 1988 Long-Term Incentive Plan, 1988 Stock Option Plan, and 1996 Long-Term Incentive Plan and any and all amendments (including post-effective amendments) to the Registration Statement, and file the same with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission (the "SEC") pursuant to the Securities Act of 1933 (the "Act"), and any and all other instruments which either of said attorneys-in-fact and agents deems necessary or advisable to enable the Company to comply with the Act, the rules, regulations and requirements of the SEC in respect thereof, and the securities or Blue Sky laws of any State or other governmental subdivision, giving and granting to each of said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing whatsoever necessary or appropriate to be done in and about the premises as fully to all intents as he or she might or could do if personally present at the doing thereof, with full power of substitution and resubstitution, hereby ratifying and confirming all that his or her said attorneys-in-fact and agents or substitutes may or shall lawfully do or cause to be done by virtue hereof. IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand on the date indicated. /s/ Frank A. Fariello December 24, 1997 - ------------------------------- Frank A. Fariello /s/ Kenneth A. Paladino December 31, 1997 - ------------------------------- Kenneth A. Paladino /s/ Effie Pavlou July 27, 1998 - ------------------------------- Effue Pavlou /s/ Robert E. Allen December 26, 1997 - ------------------------------- Robert E. Allen /s/ Robert Alvine December 22, 1997 - ------------------------------- Robert Alvine /s/ Mellon C. Baird December 31, 1997 - ------------------------------- Mellon C. Baird /s/ George M. Ball December 29, 1997 - ------------------------------- George M. Ball /s/ Joseph F. Engelberger December 31, 1997 - ------------------------------- Joseph F. Engelberger /s/ Robert M. Hanisee December 31, 1997 - ------------------------------- Robert M. Hanisee /s/ Michael J. Hegarty December 26, 1997 - ------------------------------- Michael J. Hegarty /s/ George A. Strutz, Jr. January 6, 1998 - ------------------------------- George A. Strutz, Jr. -----END PRIVACY-ENHANCED MESSAGE-----