As filed with the Securities and Exchange Commission on June 5, 1998
Registration No. 333-12995
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST EFFECTIVE
AMENDMENT NO. 1
TO
FORM S-4
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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FOX FAMILY WORLDWIDE, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 7812 95-4596247
(State or Other (Primary Standard (I.R.S. Employer
Jurisdiction of Industrial Classification Identification No.)
Incorporation or Code Number)
Organization)
10960 Wilshire Boulevard
Los Angeles, California 90024
(310) 235-5100
(Address, Including Zip Code, and Telephone Number, Including Area Code, of
Registrant's Principal Executive Offices)
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Mel Woods
President, Chief Operating Officer and
Chief Financial Officer
Fox Family Worldwide, Inc.
10960 Wilshire Boulevard
Los Angeles, California 90024
(310) 235-5100
(Name, Address, Including Zip Code, and Telephone
Number, Including Area Code, of Agent for Service)
Fox Kids Worldwide, Inc.
(Former Name of Registrant)
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WITH COPIES TO:
Arthur M. Siskind, Esq. Jeffrey W. Rubin, Esq.
The News Corporation Ltd Squadron, Ellenoff, Plesent &
1211 Avenue of the Americas Sheinfeld, LLP
New York, New York 10036 551 Fifth Avenue
(212) 852-7000 New York, New York 10176
(212) 661-6500
Richard E. Troop, Esq.
Linda Giunta Michaelson, Esq.
Troop Meisinger Steuber & Pasich
10940 Wilshire Blvd.
Los Angeles, California 90024
(310) 824-7000
<PAGE>
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DEREGISTRATION
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This Post-Effective Amendment No. 1 to the Registration Statement relates
to the offer (the "Exchange Offer") by Fox Family Worldwide, Inc., a Delaware
corporation (the "Company") to each of the holders of (i) the privately placed
$475,000,000 aggregate principal amount of 9 1/4% Senior Notes Due 2007 (the
"Old Senior Notes") of the Company, and (ii) the privately placed $618,670,000
aggregate principal amount of 10 1/4% Senior Discount Notes Due 2007 (the "Old
Senior Discount Notes") of the Company to exchange the Old Senior Notes and the
Old Senior Discount Notes for a like amount of $475,000,000 aggregate principal
amount of 9 1/4% Senior Notes Due 2007 (the "Senior Notes") of the Company and
$618,670,000 aggregate principal amount of 10 1/4% Senior Discount Notes Due
2007 (the "Senior Discount Notes") of the Company, which Senior Notes and
Senior Discount Notes are registered under the Securities Act of 1933, as
amended (the "Securities Act"). As of May 11, 1998, the date the Exchange
Offer expired, $474,500,000 aggregate principal amount of Old Senior Notes
were exchanged for registered Senior Notes and $616,670,000 aggregate
principal amount of Old Senior Discount Notes were exchanged for registered
Senior Discount Notes. The Registration Statement is hereby amended to
deregister the $500,000 aggregate principal amount of Senior Notes and the
$2,000,000 aggregate principal amount of Senior Discount Notes remaining
unexchanged under the Registration Statement.
PAGE 2
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended,
the Registrant has duly caused this Post-Effective Amendment No. 1 to the
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Los Angeles, State of California, on the 4th
day of June 1998.
Fox Family Worldwide, Inc.
By: /S/ MEL WOODS
______________________________
Mel Woods
President, Chief Operating Officer
and Chief Financial 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 by the following persons in the capacities and on the dates indicated.
<TABLE>
<CAPTION>
<S> <C> <C>
SIGNATURE TITLE DATE
_________ _____ ____
*
__________________________________ Chairman of the Board and Chief June 4, 1998
HAIM SABAN Executive Officer (Principal Executive
Officer)
/S/ MEL WOODS
__________________________________ President, Chief Operating Officer, Chief June 4, 1998
MEL WOODS Financial Officer and Director(Principal
Financial Officer)
*
___________________________________ Chief Accounting Officer (Principal June 4, 1998
MARK ITTNER Accounting Officer)
*
__________________________________ Director June 4, 1998
SHUKI LEVY
*
__________________________________ Director June 4, 1998
K. RUPERT MURDOCH
*
__________________________________ Director June 4, 1998
CHASE CAREY
**
__________________________________ Director June 4, 1998
LAWRENCE JACOBSON
</TABLE>
_____________
* Executed by Mel Woods as attorney-in-fact pursuant to a power of attorney
included in the Registration Statement as originally filed on September
26, 1996.
** Executed by Mel Woods as attorney-in-fact pursuant to a power of attorney
included as Exhibit 24.2 in Amendment No. 1 to Registration Statement,
filed on January 26, 1998.
