As filed with the Securities and Exchange Commission on March
_, 1996.
Registration No. 33-58705
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE
AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT
under
THE SECURITIES ACT OF 1933
CHIQUITA BRANDS INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
New Jersey 04-1923360
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
250 East Fifth Street
Cincinnati, Ohio 45202
(513) 784-8011
(Address, including zip code, and telephone number,
including area code, of registrant's principal executive offices)
ROBERT W. OLSON, ESQ.
Vice President, General Counsel
and Secretary
Chiquita Brands International, Inc.
250 East Fifth Street
Cincinnati, Ohio 45202
(513) 784-8332
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
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EXPLANATORY STATEMENT
Pursuant to this Post-Effective Amendment No. 1 to its
Registration Statement on Form S-3 (Registration Number 33-
58705), Chiquita Brands International, Inc. deregisters 35,500
shares of its Capital Stock, $.33 par value, heretofore
registered. The shares being deregistered were reacquired by
the Company from the Selling Shareholder and have been
retired.
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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-3 and has duly caused this Amendment to
Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in Cincinnati, Ohio,
as of the 11th day of March, 1996.
CHIQUITA BRANDS INTERNATIONAL, INC.
BY: /s/
William A. Tsacalis
Vice President and Controller
Pursuant to the requirements of the Securities Act
of 1933, this Amendment to Registration Statement has been
signed by the following persons in the capacities indicated as
of the 11th day of March, 1996.
Signature Title
* Chairman of the
Carl H. Lindner Board and Chief Executive Officer
* Director; President
Keith E. Lindner and Chief Operating Officer
* Director
S. Craig. Lindner
/s/ Fred J. Runk Director and Vice President
Fred J. Runk
Director
Jean H. Sisco
<PAGE>
Director
William W. Verity
Director
Oliver W. Waddell
* Director
Ronald F. Walker
/s/ Steven G. Warshaw Executive Vice
Steven G. Warshaw President, Chief Administrative
Officer and Chief Financial Officer
/s/ William A. Tsacalis Vice President and
William A. Tsacalis Controller
(Chief Accounting Officer)
*Pursuant to Power of Attorney
/s/ William A. Tsacalis
William A. Tsacalis
Attorney-in-Fact
<PAGE>
