Manatron Form S-3/A#1 (Reg No. 333-139280)

As filed with the Securities and Exchange Commission on March 28, 2008.

Registration No. 333-139280


SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 1
TO FORM S-3

REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933

MANATRON, INC.
(Exact name of registrant as specified in its charter)

Michigan
(State or other jurisdiction of
incorporation or organization)

 

38-1983228
(I.R.S. employer
identification number)

 

510 East Milham Avenue
Portage, Michigan  49002
(269) 567-2900

 

(Address, including zip code, and telephone number, including area code, of registrant's principal executive offices)

G. William McKinzie
President and Chief Operating Officer
Manatron, Inc.
510 East Milham Avenue
Portage, Michigan  49002
(269) 567-2900

 

Copies of
communication to:

 

Stephen C. Waterbury
Warner Norcross & Judd LLP
900 Fifth Third Center
111 Lyon Street, N.W.
Grand Rapids, Michigan  49503-2487
(616) 752-2137

 

 

 

 

 

(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 this Registration Statement becomes effective.

If the only securities being registered on this form are being offered pursuant to dividend or interest reinvestment plans, please check the following box:   o

If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box:  o

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.   o

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.   o

If this Form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box.   o

If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box.   o


This post-effective amendment will become effective on such date as the Commission
may determine under Section 8(c) of the Securities Act of 1933.




REMOVAL OF SECURITIES FROM REGISTRATION AND
TERMINATION OF REGISTRATION STATEMENT


          This Post-Effective Amendment No. 1 to Form S-3 Registration Statement deregisters all shares registered pursuant to, and terminates the effectiveness of, the Registrant's Form S-3 Registration Statement (No. 333-139280). The Registrant is filing this amendment in connection with the suspension of its reporting obligations under Section 15(d) of the Securities and Exchange Act of 1934.


Item 16.  Exhibits

Exhibit Number

                     Description

 

 

 

 

24

Powers of Attorney.


















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-3 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Portage, State of Michigan, on March 24, 2008.

 

MANATRON, INC.

 

 

 

 

 

By:

/s/ G. William McKinzie


 

 

G. William McKinzie
Its President and Chief Operating Officer



                    Pursuant to the requirement of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.


/s/ Paul R. Sylvester


 

Director, Chief Executive Officer and
Co-Chairman (Principal Executive
Officer)

March 24, 2008

Paul R. Sylvester*

 

 

 

 

 

 

 

 

 

 

/s/ Krista L. Inosencio


 

Chief Financial Officer (Principal
Financial and Accounting Officer)

March 24, 2008

Krista L. Inosencio*

 

 

 

 

 

 

 

 

 

 

/s/ W. Scott Baker


 

Director

March 24, 2008

W. Scott Baker*

 

 

 

 

 

 

 

 

 

 

/s/ Gene Bledsoe


 

Director

March 24, 2008

Gene Bledsoe*

 

 

 

 

 

 

 

 

 

 

/s/ Richard J. Holloman


 

Director

March 24, 2008

Richard J. Holloman*

 

 

 

 

 

 

 

 

 

 

/s/ Randall L. Peat


 

Director

March 24, 2008

Randall L. Peat*

 

 

 

 

 

 

 

 

 

 

/s/ Stephen C. Waterbury


 

Director

March 24, 2008

Stephen C. Waterbury*

 

 

 

 

 

 



*By

/s/ G. William McKinzie


 

 

G. William McKinzie, Attorney-in-Fact

 




EXHIBIT INDEX


Exhibit Number

                     Description

 

 

 

 

24

Powers of Attorney.