SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
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                       POST EFFECTIVE AMENDMENT NUMBER One
                                    FORM S-8
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

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                               NCI Holdings, Inc.
                         fka Vector Holdings Corporation
             (Exact name of registrant as specified in its charter)


            Nevada                                65-1021346
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(State or other jurisdiction of      (I.R.S. Employer Identification No.)
incorporation or organization)


                 268 West 400 South, Salt Lake City, Utah 84101
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                    (Address of principal executive offices)


              The 2002 Benefit Plan of Vector Holdings Corporation
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                            (Full title of the plan)


             LaVonne Frost, 1414 East Telegraph Street, Carson City,
               Nevada 89701 (Name, address, including zip code, of
                               agent for service)


Telephone number, including area code, of agent for service (775) 883-5755
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PART II.

Item 9.           Undertakings

         Pursuant to the undertaking set forth in paragraph (a) (3) of Item 9 of
the Registration State on Form S-8, file number 333-86462 (The "Form S-8"),
filed on April 18, 2002, NCI Holdings, Inc. (fka Vector Holdings Corporation)
(the "Corporation") hereby removes from registration any and all remaining
shares of common stock registered under its Form S-8 which have not been issued
or reserved for issuance under the 2002 Benefit Plan of the Corporation as of
the date of the filing hereof.



                                   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 an amendment to the Plan 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 Salt Lake City, Utah, on
September 11, 2002.

      NCI Holdings, Inc.

      By /s/ Dennis Thompson
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         Dennis Thompson,  President







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