As filed with the Securities and Exchange Commission on August 14, 1997
File No. 33-20216
- - --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------------
POST-EFFECTIVE AMENDMENT NO. 3
TO
FORM S-8
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
--------------------------
BBN CORPORATION
(Exact name of registrant as specified in its charter)
Massachusetts 04-2164398
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
1983 Employee Stock Purchase Plan
(Full title of the plan)
------------------------
150 CambridgePark Drive
Cambridge, Massachusetts 02140
(Address of principal executive offices, including zip code)
-------------------------
John Montjoy
Senior Vice President
BBN Corporation
150 CambridgePark Drive
Cambridge, Massachusetts 02140
(617) 873-2800
-------------------------
(Name, Address and Telephone Number, including Area Code, of Agent for Service)
- - --------------------------------------------------------------------------------
-1-
<PAGE>
Pursuant to Rule 478(a)(4) under the Securities Act of 1933, the
Registrant hereby withdraws from registration under this Registration Statement
any and all shares of Common Stock originally registered hereunder which have
not been issued. The 1983 Employee Stock Purchase Plan, pursuant to which the
shares would have been issued, has either expired by its terms or been
terminated and no additional shares may be sold under the Plan.
SIGNATURE
Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this Post- Effective Amendment No. 3 to Registration
Statement on Form S-8 to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Cambridge, Commonwealth of Massachusetts.
BBN CORPORATION
By: /s/ John Montjoy
---------------------
John Montjoy
Senior Vice President
Dated: August 13, 1997
-2-
