As filed with the Securities and Exchange Commission
on February 7, 2003
Registration No. 333-______
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8
REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933
P. H. GLATFELTER COMPANY
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Pennsylvania 23-0628360
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
96 South George Street, Suite 500, York, Pennsylvania 17401
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
P. H. Glatfelter Company
401(k) Savings Plan for Neenah Hourly Employees
(FULL TITLE OF THE PLAN)
Markus R. Mueller
Corporate Counsel, Secretary and
Director of Policy and Compliance
96 South George Street, Suite 500
York, PA 17401
(NAME AND ADDRESS OF AGENT FOR SERVICE)
(717) 225-4711
(TELEPHONE NUMBER, INCLUDING AREA CODE, OF AGENT FOR SERVICE)
COPY TO:
MORRIS CHESTON, JR., ESQUIRE
BALLARD SPAHR ANDREWS & INGERSOLL, LLP
1735 MARKET STREET, 51ST FLOOR
PHILADELPHIA, PENNSYLVANIA 19103-7599
(215) 665-8500
The Board of Directors of P. H. Glatfelter Company (the "Company")
adopted the Company's 401(k) Savings Plan for Neenah Hourly Employees (the
"Plan") on June 24, 1998 and the Plan became effective on January 1, 1999. The
Board of Directors amended the Plan a number of times since January 1, 1999,
including an amendment that changed the name of the Plan to the Glatfelter
401(k) Savings Plan for Neenah Hourly Employees.
On November 9, 1998, the Company filed Registration Statement No.
333-66991 on Form S-8 (the "Registration Statement") to register 60,000 shares
of common stock, par value $.01 per share, of the Company (the "Common Stock"),
such shares constituting all of the shares available for issuance under the
Plan, and an indeterminate amount of interests in the Plan.
On March 8, 2002, the Board of Directors of the Company approved an
action to merge the Plan with and into the Profit Sharing Plan of P. H.
Glatfelter Company and The Glatfelter Pulp Wood Company (Spring Grove Hourly
Group), effective at 11:59 p.m. on December 31, 2002, upon which the separate
existence of the Plan will terminate. As of the effective time of the
termination of the Plan, 34,902 shares of the 60,000 shares of Common Stock
available for issuance under the Plan had been issued and sold.
Accordingly, the Company hereby deregisters a total of 25,098 shares
of Common Stock, which amount constitutes all of the shares of Common Stock
available for issuance under the Plan which remained unsold at the termination
of the Plan.
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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
registration statement to be signed on its behalf by the undersigned, thereunder
duly authorized, in the City of York, Commonwealth of Pennsylvania, on January
31, 2003.
P. H. GLATFELTER COMPANY
By: /s/ George H. Glatfelter II
----------------------------------
George H. Glatfelter II
Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the date indicated.
Signature Title Date
--------- ----- ----
/s/ Robert E. Chappell Director January 31, 2003
---------------------------
Robert E. Chappell
/s/ Kathleen Dahlberg Director January 31, 2003
---------------------------
Kathleen Dahlberg
/s/ Nicholas DeBenedictis Director January 31, 2003
---------------------------
Nicholas DeBenedictis
/s/ Patricia G. Foulkrod Director January 31, 2003
---------------------------
Patricia G. Foulkrod
/s/ George H. Glatfelter II Director and Chief Executive January 31, 2003
--------------------------- Officer (Principal Executive
George H. Glatfelter II Officer)
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/s/ J. Robert Hall Director January 31, 2003
---------------------------
J. Robert Hall
/s/ M. Alanson Johnson II Director January 31, 2003
---------------------------
M. Alanson Johnson II
/s/ Ronald J. Naples Director January 31, 2003
---------------------------
Ronald J. Naples
/s/ Robert P. Newcomer Director and Acting Chief Financial January 31, 2003
--------------------------- Officer (Principal Financial Officer)
Robert P. Newcomer
/s/ C. Matthew Smith Corporate Controller and January 31, 2003
--------------------------- Principal Accounting Officer
C. Matthew Smith
/s/ Richard L. Smoot Director January 31, 2003
---------------------------
Richard L. Smoot
/s/ Lee C. Stewart Director January 31, 2003
---------------------------
Lee C. Stewart
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The Plan. Pursuant to the requirements of the Securities Act of
1933, the trustees (or other persons who administer the employee benefit plan)
have duly caused this registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of York, Commonwealth of
Pennsylvania, on January 31, 2003.
P. H. GLATFELTER COMPANY
401(K) SAVINGS PLAN FOR
NEENAH HOURLY EMPLOYEES
By: /s/ John R. Anke
--------------------------
John R. Anke
Plan Administrator
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