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.
Large accelerated filer
o
Accelerated filer
o
Non-accelerated filer
o
Smaller reporting company
x
(Do
not check if a smaller reporting
company)
EXPLANATORY
NOTE
Deregistration
of Shares
Bridgford
Foods Corporation (the “Registrant”)
is filing this Post-Effective Amendment No. 1 to Form S-8 Registration
Statement (originally filed on May 28, 1999, file no. 333-79547, the “Registration
Statement”) for the sole purpose of terminating the Registration
Statement and deregistering 250,000
shares of the Registrant’s common stock, par value $1.00 per share, previously
registered under the Registration Statement for offer and sale under the
Registrant’s 1999 Stock Plan (the “Plan”). As
of the date of this Post-Effective Amendment No. 1, no shares of the
Registrant’s common stock are reserved for future issuance under the Plan and
the Plan has terminated by its terms.
Item
8. Exhibits.
24.1
Power
of Attorney (included on signature page of this Registration
Statement).
2
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 Post-Effective
Amendment No. 1 to Form S-8 Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Anaheim,
State of California, on this 4th day of March, 2010.
BRIDGFORD
FOODS CORPORATION
By:
/s/
WILLIAM L. BRIDGFORD
William
L. Bridgford
Chairman
POWER
OF ATTORNEY
We, the
undersigned directors and officers of Bridgford Foods Corporation, do hereby
constitute and appoint William L. Bridgford and Raymond F. Lancy, or either of
them, with full power of substitution and resubstitution, our true and lawful
attorneys and agents, to do any and all acts and things in our name and behalf
in our capacities as directors and officers and to execute any and all
instruments for us and in our names in the capacities indicated below, including
amendments and post-effective amendments to this Registration Statement, and to
file the same, with all exhibits thereto and all documents in connection
therewith, making such changes to this Registration Statement as such
attorneys-in-fact and agents so acting deem appropriate, with the Securities and
Exchange Commission, granting unto said attorneys-in-fact and agents, and each
of them, full power and authority to do and perform each and every act requisite
and necessary to be done with respect to this Registration Statement, including
amendments and post-effective amendments, as fully to all intents and purposes
as he might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents or any of them, or his or their substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant
to the requirements of the Securities Act of 1933, as amended, this
Post-Effective Amendment No. 1 to Form S-8 Registration Statement has
been signed by the following persons in the capacities and on the dates
indicated.
