<PAGE>
As filed with the Securities and Exchange Commission on June 27, 2000
Registration No. 033-64503
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
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WYMAN-GORDON COMPANY
(Exact name of registrant as specified in its charter)
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MASSACHUSETTS 04-1992780
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
244 Worcester Street, Box 8001
Grafton, Massachusetts 01536-8001
(Address of Principal (Zip Code)
Executive Offices)
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Wyman-Gordon Company Employee Stock Purchase Plan
(Full title of plans)
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Wyman-Gordon Company
c/o Precision Castparts Corp.
4650 SW Macadam Avenue, Suite 440
Portland, OR 97201
Attention: William D. Larsson
(Name and address of agent for service)
Telephone number, including area code, of agent for service: (503) 417-4800
Copy to:
Ruth A. Beyer
Stoel Rives LLP
900 SW Fifth Avenue, Suite 2600
Portland, OR 97207-1268
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DEREGISTRATION OF COMMON STOCK
On November 24, 1997, Wyman-Gordon Company (the "Company") filed a
Registration Statement on Form S-8, Registration No. 333-40891 (the
"Registration Statement"), for the sale of 1,500,000 shares of Common Stock,
par value $1.00 (the "Common Stock") of the Company under the Wyman-Gordon
Company 1997 Long-Term Incentive Plan (the "Plan"). On January 12, 2000,
Precision Castparts Corp. ("PCC") concluded the purchase of 100% of the
outstanding shares of Common Stock (the "Shares") of the Company pursuant to
an Agreement and Plan of Merger (the "Agreement"), dated May 17, 1999, by and
among PCC, WGC Acquisition Corp. and the Company. The Plan has been amended
to eliminate the stock investment feature. This Post-Effective Amendment No.
1 to the Registration Statement is being filed to deregister all unsold
shares of the Common Stock formerly issuable under the Plan.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has duly caused this post-effective amendment to the
registration statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Portland, State of Oregon, on June 27, 2000.
WYMAN-GORDON COMPANY
By: /s/ William D. Larsson
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Name: William D. Larsson
Title: Vice President and Chief Financial Officer
Pursuant to the requirements of the Securities Act of 1933, this
post-effective amendment to the registration statement has been signed by the
following persons in the capacities indicated on June 27, 2000.
Signature Title
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/s/ Mark Donegan President
--------------------------- (Principal Executive Officer)
Mark Donegan
/s/ William D. Larsson Vice President and Chief Financial Officer
--------------------------- (Principal Financial and Accounting Officer)
William D. Larsson
