POS AM: Post-effective amendment to a registration statement that is not immediately effective upon filing
Published on October 26, 2009
As
filed with the Securities and Exchange Commission on October 26,
2009
Securities Act Registration No.
333-160781
Investment Company Act File Number
814-176
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
___________
FORM N-2
Registration
Statement Under The
Securities Act Of 1933:
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Pre-Effective Amendment
No.
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£
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Post-Effective Amendment
No. 2
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T
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__________
HARRIS & HARRIS GROUP,
INC.
(Exact Name of Registrant as Specified
in its Charter)
111 West 57th Street
Suite 1100
New York, New York
10019
(Address of Principal Executive
Offices)
(212) 582-0900
(Registrant’s Telephone Number,
including Area Code)
Douglas W. Jamison, Chairman,
CEO
111 West 57th Street
Suite 1100
New York, New York
10019
(Name and Address of Agent for
Service)
___________
Copies to:
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Sandra M. Forman,
Esq.
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Richard T. Prins,
Esq.
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General
Counsel
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Skadden, Arps, Slate, Meagher
& Flom LLP
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Harris & Harris Group,
Inc.
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Four Times
Square
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111 West 57th Street, Suite
1100
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New York, New York
10036
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New York, New
York 10019
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(212)
735-3000
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(212)
582-0900
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__________________
Approximate Date of Proposed Public
Offering:
Not applicable. Removal of unsold securities from registration.
If any securities being registered on
this form will be offered on a delayed or continuous basis in reliance on Rule
415 under the Securities Act of 1933, other than securities offered in
connection with a dividend reinvestment plan, check the following
box. *
EXPLANATORY
NOTE
On July 24, 2009, Harris & Harris
Group, Inc. (the
“Company”) filed with the Securities and Exchange Commission
(the “Commission”) a Registration Statement on Form N-2 (File
No. 333-160781) (as amended by Pre-Effective Amendment No.
1 thereto, filed with the Commission on September 21, 2009, and Post-Effective Amendment No. 1
thereto, filed with the
Commission on October 6, 2009, the “Registration Statement”). The Registration Statement
registered 7,000,000 shares
of the Company’s common stock, par value $0.01 per share
(the “Common Stock”).
On October 9, 2009, the Company
completed an underwritten
public offering of 4,887,500 shares of Common Stock pursuant to the
Registration Statement.
In accordance with the undertaking
contained in the Registration Statement, pursuant to Item 512(a)(3) of
Regulation S-K,
to remove from registration by means of a
post-effective amendment any of the registered securities which remain unsold at the termination of the
offering, this Post-Effective Amendment No.
2 to the Registration Statement
is being filed to remove from registration
2,112,500 shares of Common
Stock not sold on or before the date of this Post-Effective Amendment No. 2 to
the Registration Statement.
SIGNATURES
Pursuant to the requirements of the
Securities Act of 1933, the Registrant has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of New York, and State of New York, on the
26th day of October,
2009.
HARRIS & HARRIS GROUP,
INC.
By: /s/ Douglas
W.
Jamison
Name: Douglas W. Jamison
Title: Chairman of the Board and Chief
Executive Officer
(Principal Executive Officer)
Pursuant
to the requirements of the Securities Act of 1933, this Registration Statement
has been signed below by the following persons on behalf of the Registrant and
in the capacities and on the dates indicated:
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Signature
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Title
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Date
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/s/ Douglas W.
Jamison
Douglas
W. Jamison
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Chairman
of the Board and
Chief
Executive Officer
(Principal
Executive Officer)
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October
26, 2009
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/s/ Daniel B.
Wolfe
Daniel
B. Wolfe
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Chief
Financial Officer
(Principal
Financial Officer)
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October
26, 2009
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/s/ Patricia N.
Egan
Patricia
N. Egan
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Chief
Accounting Officer, Senior
Controller
and Vice President
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October
26, 2009
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/s/ W. Dillaway Ayres,
Jr.
W. Dillaway Ayres,
Jr.
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Director
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October
26, 2009
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/s/ C. Wayne
Bardin
Dr. C. Wayne
Bardin
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Director
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October
26, 2009
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/s/ Philip A.
Bauman
Dr. Phillip A.
Bauman
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Director
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October
26, 2009
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/s/ G. Morgan
Browne
G. Morgan
Browne
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Director
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October
26, 2009
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/s/ Dugald A.
Fletcher
Dugald A.
Fletcher
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Director
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October
26, 2009
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/s/ Lori D.
Pressman
Lori D.
Pressman
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Director
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October
26, 2009
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/s/ Charles E.
Ramsey
Charles
E. Ramsey
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Director
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October
26, 2009
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/s/ James E.
Roberts
James E.
Roberts
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Director
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October
26, 2009
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/s/ Richard P.
Shanley
Richard
P. Shanley
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Director
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October
26, 2009
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