As filed in electronic format with the Securities and Exchange Commission on
September 25, 1996
Registration No. 33-48959
===============================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________
POST-EFFECTIVE AMENDMENT NO. 3
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
______________
GEICO CORPORATION
(Exact name of issuer as specified in its charter)
______________
Delaware 52-1135801
(State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation or organization
GEICO Plaza
Washington, D.C. 20076
(Address of Principal Executive Offices) (Zip Code)
______________
1992 Stock Option Plan for Key Employees of GEICO Corporation and Its
Subsidiares
(Full title of the plan)
_______________
CHARLES R. DAVIES, ESQ.,
Vice President and General Counsel
GEICO Corporation
GEICO Plaza
Washington, D.C. 20076
(Name and address of agent for service)
(301) 986-2652
(Telephone number, including area code, of agent for service)
______________
Pursuant to Rule 429 of the General Rules and Regulations under the Securities
Act of 1933, this Post-Effective Amendment No. 3 also serves as a post-
Effective amendment to Registration Nos. 33-7412 and 2-68792.
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PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
Pursuant to the undertaking set forth in paragraph (1)(c) of the
Undertakings included in Item 9 of Part II of its Registration Statement on
Form S-8 (No. 33-48959), the Registrant hereby removes from registration the
balance of shares of Common Stock, par value $1.00 per share which remain
unsold or unissued by the Registrant on the date hereof.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it no
longer meets all of the requirements to continue to file on Form S-8 and 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
County of Montgomery and the State of Maryland on this 25th day of September,
1996.
GEICO Corporation
(Registrant)
By:_______________________________
Olza M. Nicely
President and Chief Executive
Officer - Insurance Operations
(Co-Principal Executive Officer)
Pursuant to the requirements of the Securities Act of 1933, this Post-
Effective Amendment to the Registration Statement has been signed below by the
following persons in the capacities indicated and on the date indicated.
_____________________________________ August 19, 1996
Olza M. Nicely Date
President and Chief Executive Officer
- - Insurance Operations
(Co-Principal Executive Officer)
__________________________________ August 19, 1996
Louis A. Simpson Date
President and Chief Executive Officer
- - Capital Operations
(Co-Principal Executive Officer)
_________________________________ August 19, 1996
W. Alvon Sparks, Jr. Date
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)
________________________________ August 19, 1996
Thomas M. Wells Date
Group Vice President and Controller
(Principal Accounting Officer)
________________________________ September 25, 1996
Warren E. Buffett Date
Director
_________________________________ September 25, 1996
Marc D. Hamburg Date
Director
_________________________________ September 25, 1996
Forrest N. Krutter Date
Director
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