Registration No. 333-564


                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

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

-------------------------------------------- -----------------------------------
                  Indiana                                 38-2252096
      (State or other jurisdiction of                  (I.R.S. Employer
       incorporation or organization                  Identification No.)
-------------------------------------------- -----------------------------------

                          54 Monument Circle, Suite 800
                           Indianapolis, Indiana 46204
               (address of Principal Executive Offices) (Zip Code)

                      FINISHMASTER, INC. STOCK OPTION PLAN
                              (Full title of plan)

                               FinishMaster, Inc.
                          54 Monument Circle, Suite 800
                           Indianapolis, Indiana 46204
                     (Name and address of agent for service)

                                  317-237-3678
         (Telephone number, including area code, of agent for service.)




                          Deregistration of Securities

     On January 23,  1996,  FinishMaster,  Inc.  filed with the  Securities  and
Exchange Commission a Registration Statement on Form S-8 (Registration Statement
No.  333-564)  (the  "Registration  Statement")  registering  600,000  shares of
FinishMaster,  Inc.  Common Stock,  no par value,  to be issued to  participants
under the FinishMaster,  Inc. Stock Option Plan (the "Plan").  There are 141,984
unissued  shares  remaining under the Plan which were registered on Registration
Statement No. 333-564.


     Pursuant  to  the  undertaking  contained  in the  Registration  Statement,
FinishMaster,  Inc. is filing this  Post-effective  Amendment to deregister  the
securities  that were  registered  under the  Registration  Statement and remain
unissued  under the Plan.  The  Registration  Statement  is hereby  amended,  as
appropriate, to reflect the deregistration of all such securities.



                                   Signatures

     Pursuant to the  requirements of the Securities Act of 1933, the Registrant
certified  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and has duly  caused  their  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized,  in the City of Indianapolis,  and the State of Indiana, on this day
of July 7, 2003.

Dated:    July 7, 2003.                    /s/ Robert R. Millard
                                           -------------------------------------
                                           Robert R.  Millard,
                                           Senior Vice  President,  Secretary,
                                           Treasurer & Chief Financial Officer

     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
registration  statement  has  been  signed  by  the  following  persons  in  the
capacities and on the date indicated.




                                                                                  
                  Signature                              Title                             Date
    Principal Executive Officer:

    /s/ Andre B. Lacy
    ------------------------------------      Chairman, Chief Executive                July 7, 2003
    Andre B. Lacy                                 Officer & Director

    Principal Financial and Accounting Officer:

    /s/ Robert R. Millard
    ------------------------------------    Sr. Vice President, Secretary,             July 7, 2003
    Robert R. Millard                        Treasurer & Chief Financial
                                                       Officer

    A Majority of the Board of Directors:
                                                       Director                        July 7, 2003
    /s/ Andre B. Lacy
    ------------------------------------
    Andre B. Lacy
                                                       Director                        July 7, 2003
    /s/ Thomas U. Young
    ------------------------------------
    Thomas U. Young
                                                       Director                        July 7, 2003
    /s/ Peter L. Frechette
    ------------------------------------
    Peter L. Frechette
                                                       Director                        July 7, 2003
    /s/ Michael L. Smith
    ------------------------------------
    Michael L. Smith
                                                       Director                        July 7, 2003
    /s/ Walter S. Wiseman
    ------------------------------------
    Walter S. Wiseman
                                                       Director                        ______, 2003
    ------------------------------------
    David W. Knall
                                                       Director                        July 7, 2003
    /s/ J. A. Lacy
    ------------------------------------
    J.A. Lacy