AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 24, 2004. REGISTRATION NO. 333-77625 ________________________________________________________________________________ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 _____________________ POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 _____________________ ON-SITE SOURCING, INC. (Exact name of Registrant as specified in its charter) DELAWARE 54-1648470 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 832 NORTH HENRY STREET ALEXANDRIA, VIRGINIA 22314 (Address of principal executive offices, including zip code) 1998 STOCK OPTION PLAN 1997 STOCK OPTION PLAN AMENDED 1996 STOCK OPTION PLAN (Full title of the plan) MARK E. HAWN PRESIDENT AND CHIEF EXECUTIVE OFFICER ON-SITE SOURCING, INC. 832 NORTH HENRY STREET ALEXANDRIA, VIRGINIA 22314 (703) 276-6825 (Name, address and telephone number of agent for service) Copies to: B. JOSEPH ALLEY, JR., ESQ. ARNALL GOLDEN GREGORY LLP 2800 ONE ATLANTIC CENTER 1201 W. PEACHTREE STREET, NW ATLANTA, GA 30309-3450 (404) 873-8688 ________________________________________________________________________________ DEREGISTRATION OF UNSOLD SECURITIES This Post-Effective Amendment No. 1 amends the Registration Statement on Form S-8, Registration No. 333-77625 (the "Registration Statement"), of On-Site Sourcing, Inc. (the "Company"), which was filed with the Securities and Exchange Commission and became effective on May 3, 1999. The Registration Statement registered 700,000 shares of the Company's common stock, par value $0.01 per share ("Common Stock"), for sale pursuant to the 1998 Stock Option Plan, 500,000 shares of Common Stock for sale pursuant to the 1997 Stock Option Plan, and 242,000 shares of Common Stock for sale pursuant to the Amended 1996 Stock Option Plan. The offering pursuant to the Registration Statement has been terminated. In accordance with an undertaking made by the Company in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities which remain unsold at the termination of the offering, the Company hereby removes from registration the Common Stock registered, but unsold, under the Registration Statement. PART II 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-8 and has duly caused this Post-Effective Amendment No. 1 to its Registration Statement on Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Atlanta, State of Georgia, on the 24th day of February, 2004. ON-SITE SOURCING, INC. By: /s/ Mark E. Hawn --------------------------------------- Name: Mark E. Hawn Title: President and Chief Executive Officer (Principal Executive, Financial and Accounting Officer) Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment No. 1 to the Registration Statement has been signed below by the following persons in the capacities indicated on the 24th day of February, 2004. SIGNATURE TITLE --------- ----- /s/ Mark E. Hawn Director, President & Chief Executive Officer ------------------------------------ (Principal Executive, Financial and Accounting Officer) Mark E. Hawn ------------------------------------ Director Frank H. DiCristina /s/ Anthony J. Mannino ------------------------------------ Director Anthony J. Mannino /s/ Harold Brooks ------------------------------------ Director Harold Brooks