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As filed with the Securities and Exchange Commission on October 15, 1998
Registration No. 333-64841
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 1
to
FORM S-3
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
THORNBURG MORTGAGE
FUNDING CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
Delaware 85-0455611
(State or jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
119 East Marcy Street
Santa Fe, New Mexico 87501
(505) 989-1900
(Address and telephone number of principal executive offices)
INCORPORATING SERVICES, Ltd.
15 East North Street
Dover, Delaware 09903-0899
(800) 346-4646
(Name, address and telephone number of agent for service of process)
The Commission is requested to send copies of all communication to:
Michael B. Jeffers, Esq.
Jeffers, Wilson, Shaff & Falk, LLP
18881 Von Karman Avenue, Suite 1400
Irvine, California 92612
(949) 660-7700
Approximate date of proposed sale to the public:
..........From time to time after the effective date of this Registration
Statement as determined by market conditions.
____________
..........If the only securities being registered on this Form are being offered
pursuant to dividend or interest reinvestment plans, please check the following
box. [_]
..........If any of the securities being registered on this form are to be
offered on a delayed or continuous basis pursuant to Rule 415 under the
Securities Act of 1933, as amended (the "Securities Act"), other than securities
offered only in connection with dividend or interest reinvestment plans, check
the following box. [X]
..........If this Form is filed to register additional securities for an
offering pursuant to Rule 462(b) under the Securities Act, please check the
following box and list the Securities Act registration statement number of the
earlier effective registration statement for the same offering. [_]
..........If this Form is a post-effective amendment filed pursuant to Rule
462(c) 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. [_]
..........If delivery of the prospectus is expected to be made pursuant to
Rule 434, please check the following box. [_]
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CALCULATION OF REGISTRATION FEE
===================================================================================================================================
Proposed Maximum Proposed Maximum Amount of
Amount to be Offering Price Per Aggregate Offering Registration
Title of each Class of Securities to be Registered Registered(1) Unit(2) Price(2) Fee
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Mortgage Backed Securities (Issuable in Series)... $50,000,000 100% $50,000,000 $14,750
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Total ................................... $50,000,000 100% $50,000,000 $14,750
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(1) In no event will the aggregate maximum offering price of all securities
issued pursuant to this Registration Statement exceed $50,000,000. Any
securities registered hereunder may be sold separately or in a combined
offering.
(2) Estimated for the purpose of calculating the registration fee.
The Registrant hereby amends this Registration Statement on such date or dates
as may be necessary to delay its effective date until the Registrant shall file
a further amendment which specifically states that this Registration Statement
shall thereafter become effective in accordance with Section 8(a) of the
Securities Act of 1933 or until the Registration Statement shall become
effective on such date as the Commission, acting pursuant to said Section 8(a),
may determine.
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EXPLANATORY NOTE
This Amendment No. 1 to Registration Statement is being filed for the
purpose of adding a delaying amendment to the Registrant's Registration
Statement on Form S-3 filed with the Securities and Exchange Commission on
September 30, 1998.
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
No. 1 to Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Santa Fe, State of New Mexico, on
October 15, 1998.
THORNBURG MORTGAGE FUNDING
CORPORATION
By /s/ LARRY A. GOLDSTONE
----------------------
Name: Larry A. Goldstone
Title: President and Chief Operating Officer
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Larry A. Goldstone, his or her true and
lawful attorneys-in-fact and agents, with full power of substitution and
resubstitution, for and in his or her name, place and stead, in any and all
capacities, to sign any and all amendments (including post-effective amendments)
to this Amendment No. 1 to Registration Statement, and to file the same, with
all exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorneys-in-fact and
agents, and each of them, full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as might or could be done in
person, hereby ratifying and confirming all that said attorneys-in-fact and
agents or any of them, or their substitute or substitutes, may lawfully do or
cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this
Amendment No. 1 to Registration Statement has been signed by the following
persons in the capacities as officers and directors of the Company and on the
dates indicated.
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Signatures Title Date
---------- ----- ----
<S> <C> <C>
/s/ LARRY A. GOLDSTONE President, Chief Operating Officer and October 15, 1998
- ----------------------- Director
Larry A. Goldstone
/s/ GARRETT THORNBURG Director October 15, 1998
- ---------------------
Garrett Thornburg
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