sv8pos
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As filed with the Securities and Exchange Commission on April 10, 2008
Registration No. 33-68148
 
 
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 
POST EFFECTIVE AMENDMENT NO. 1
to
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
 
Applied Signal Technology, Inc.
(Exact name of registrant as specified in its charter)
 
     
California   77-0015491
(State or other jurisdiction of
incorporation or organization)
  (I.R.S. Employer Identification No.)
 
 
400 West California Avenue
Sunnyvale, California 94087
  
(Address of principal executive offices) (Zip code)
 
Applied Signal Technology, Inc. 1991 Stock Option Plan, as amended
(Full title of the plan)
 
Gary L. Yancey
President, Chief Executive Officer,
and Chairman of the Board
Applied Signal Technology, Inc.
400 West California Avenue
Sunnyvale, California 94087

(Name and address of agent for service)
Telephone number, including area code, of agent for service: (408) 749-1888
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
       
Large accelerated filer o
  Accelerated filer þ  
Non-accelerated filer (do not check if a smaller reporting company) o
  Smaller reporting company o  
 
 

 


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DE-REGISTRATION OF SHARES
SIGNATURES


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DE-REGISTRATION OF SHARES
     The Applied Signal Technology, Inc. 1991 Stock Option Plan (the “1991 Plan”) expired on January 19, 2001, and all shares remaining available for future grant under the 1991 Plan at that time expired. Accordingly, no future option grants will be made pursuant to the 1991 Plan.
     This Post-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form S-8, No. 33-68148, which was originally filed on August 30, 1993 (the “Registration Statement”), is filed to deregister 231,805 shares previously registered but not granted under the Registrant’s 1991 Plan.
     Please note, however, that 129,189 shares remain subject to outstanding options previously granted under the Registrant’s 1993 Plan, but not yet exercised by the optionee. Accordingly, the Registration Statement will remain in effect to cover the potential exercise of such outstanding options.

 


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SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, as amended, 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, thereunto duly authorized, in the City of Sunnyvale, State of California, on April 10, 2008.
         
  APPLIED SIGNAL TECHNOLOGY, INC.
 
 
  By:   /s/ James E. Doyle    
    James E. Doyle   
    Vice President of Finance and Chief Financial Officer   
 
     Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed by the following persons in the capacities indicated on April 10, 2008.
       
Signature   Title  
       
/s/ Gary L. Yancey
 
Gary L. Yancey
  Chairman of the Board, Chief Executive Officer, and President (Principal Executive Officer)  
       
/s/ James E. Doyle
 
James E. Doyle
  Vice President of Finance and Chief Financial Officer (Principal Financial and Accounting Officer)  
     
/s/ Milton E. Cooper
 
Milton E. Cooper
  Director  
       
/s/ John P. Devine
 
John P. Devine
  Director  
     
/s/ David D. Elliman
 
David D. Elliman
  Director  
       
 
 
Marie S. Minton
  Director  
       
/s/ Robert J. Richardson
 
Robert J. Richardson
  Director  
       
/s/ John R. Treichler
 
John R. Treichler
  Chief Technical Officer and Director