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As filed with the Securities and Exchange Commission on December 15, 1998
Registration No. 333-67699
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-4
REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933
UNION PLANTERS CORPORATION
(Exact Name of Registrant as Specified in its Charter)
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TENNESSEE 6712 62-0859007
(State or Other Jurisdiction of (Primary Standard Industrial (I.R.S. Employer Identification No.)
Incorporation or Organization) Classification Code Number)
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7130 GOODLETT FARMS PARKWAY
MEMPHIS, TENNESSEE 38018
(901) 580-6000
(Address, including zip code, and telephone number, including area code, of
Registrant's principal executive offices)
E. JAMES HOUSE, JR., ESQ.
SECRETARY AND MANAGER OF THE LEGAL DEPARTMENT OF
UNION PLANTERS CORPORATION
7130 GOODLETT FARMS PARKWAY
MEMPHIS, TENNESSEE 38018
(901) 580-6495
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
WITH COPIES TO:
LAWRENCE B. MANDALA, ESQ. VIRGINIA B. WILSON, ESQ.
Arter & Hadden LLP Wyatt, Tarrant & Combs
1717 Main Street 6075 Poplar Avenue
Suite 4100 Suite 650
Dallas, Texas 75201-4605 Memphis, Tennessee 38119
(214) 761-2100 (901) 537-2164
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APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE OF SECURITIES TO THE PUBLIC:
As soon as practicable after this Registration Statement becomes effective and
after conditions described in the Agreement and Plan of Merger have been
satisfied.
If the securities being registered on this form are being offered in connection
with the formation of a holding company and there is compliance with General
Instruction G, check the following box. / /
If this form is filed to register additional securities for an offering pursuant
to Rule 462(b) under the Securities Act, check the following box and list the
Securities Act registration statement number of the earlier effective
registration statement for the same offering. /X/ Registration No. 333-67699
If this form is a post-effective amendment filed pursuant to Rule 462(d) under
the Securities Act registration statement number of the earlier effective
registration statement for the same offering. / /
CALCULATION OF REGISTRATION FEE
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TITLE OF EACH CLASS OF AMOUNT TO BE PROPOSED PROPOSED MAXIMUM AMOUNT OF
SECURITIES TO BE REGISTERED REGISTERED(1) MAXIMUM OFFERING AGGREGATE OFFERING REGISTRATION
PRICE PER SHARE(2) PRICE(2) FEE
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Common Stock, $5.00 par 46,650 shares $18.00 $ 8,263,234 $233.44
value per share (and associated (with Preferred
Preferred Share Rights) Share Rights)
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(1) This Registration Statement covers the maximum number of shares of common
stock of the Registrant which is expected to be issued in connection with
the merger described herein.
(2) Estimated solely for the purpose of calculating the Registration Fee and
based, pursuant to Rule 457(f)(2) under the Securities Act of 1933, as
amended, on the book value per share of the Common Stock of LaPlace
Bancshares, Inc. as of the latest practicable date prior to the filing of
this Registration Statement.