REGISTRATION NO. 33-52123
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
------------------
CHAMPION INTERNATIONAL CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
NEW YORK 13-1427390
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
ONE CHAMPION PLAZA
STAMFORD, CONNECTICUT 06921
(203) 358-7000
(ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE,
OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)
---------------------------
LAWRENCE A. FOX, ESQ.
VICE PRESIDENT AND SECRETARY
CHAMPION INTERNATIONAL CORPORATION
ONE CHAMPION PLAZA
STAMFORD, CONNECTICUT 06921
(203) 358-7000
(NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER
INCLUDING AREA CODE, OF AGENT FOR SERVICE)
COPY TO:
ALAN G. STRAUS, ESQ.
SKADDEN, ARPS, SLATE, MEAGHER & FLOM
919 THIRD AVENUE
NEW YORK, NEW YORK 10022
(212) 735-3000
Approximate date of commencement of proposed sale to the public: From time to
time after the effective date of this Registration Statement.
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, other than securities offered only in connection with dividend or interest
reinvestment plans, please 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. [ ]
------------------------
THIS POST-EFFECTIVE AMENDMENT NO. 1 TO THE REGISTRATION STATEMENT SHALL
BECOME EFFECTIVE ON SUCH DATE AS THE COMMISSION, ACTING PURSUANT TO SECTION 8(C)
OF THE SECURITIES ACT OF 1933, MAY DETERMINE.
PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
Pursuant to the undertaking set forth in paragraph (a) (3) of Item 17
of its Registration Statement on Form S-3 (No. 33-52123), the Registrant hereby
removes from registration all 1,000,000 shares of Common Stock registered under
such Registration Statement which remain unsold by Loews Corporation on the
date hereof.
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 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 STAMFORD, STATE OF
CONNECTICUT, ON FEBRUARY 16, 1996.
CHAMPION INTERNATIONAL CORPORATION
By /S/ LAWRENCE A. FOX
(LAWRENCE A. FOX)
VICE PRESIDENT AND SECRETARY
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THIS
POST-EFFECTIVE AMENDMENT NO. 1 TO THE REGISTRATION STATEMENT HAS BEEN SIGNED BY
THE FOLLOWING PERSONS IN THE CAPACITIES AND ON THE DATE INDICATED:
Signature Title Date
* Chairman of the Board, February 16, 1996
___________________ Chief Executive Officer
(Andrew C. Sigler) and Director (Principal
Executive Officer)
* Vice Chairman and February 16, 1996
___________________ Director (Principal
(Kenwood C. Nichols) Accounting Officer)
/s/ Frank Kneisel Senior Vice President- February 16, 1996
___________________ Finance (Principal
(Frank Kneisel) Financial Officer)
___________________ Director
(Lawrence A. Bossidy)
* Director February 16, 1996
___________________
(Robert A. Charpie)
* Director February 16, 1996
___________________
(Alice F. Emerson)
* Director February 16, 1996
__________________
(Allan E. Gotlieb)
* Director February 16, 1996
_________________
(L.C. Heist)
__________________ Director
(Sybil C. Mobley)
* Director February 16, 1996
__________________
(Lawrence G. Rawl)
* Director February 16, 1996
__________________
(Walter V. Shipley)
* Director February 16, 1996
__________________
(Richard E. Walton)
* Director February 16, 1996
__________________
(John L. Weinberg)
*By /S/ LAWRENCE A. FOX
___________________________
(LAWRENCE A. FOX)
A POWER OF ATTORNEY AUTHORIZING LAWRENCE A. FOX, MARVIN H. GINSKY AND
ANDREW C. SIGLER AND EACH OF THEM TO SIGN THE REGISTRATION STATEMENT AND
ALL AMENDMENTS THERETO AS ATTORNEYS FOR DIRECTORS AND OFFICERS OF THE
REGISTRANT WAS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION AS
EXHIBIT 24 TO THE REGISTRATION STATEMENT.
