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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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Post-Effective Amendment No.1
to
FORM S-3
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
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AIRBORNE FREIGHT CORPORATION
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C>
Delaware 91-0837469
(State of Incorporation) (IRS Employer Identification
Number)
</TABLE>
3101 Western Avenue
Post Office Box 662
Seattle, Washington 98111-0662
(206)285-4600
(Address, including zip code, and telephone number, including area code, of
registrant's principal executive offices)
ABX AIR, INC.
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C>
Delaware 91-1091619
(State of Incorporation) (IRS Employer Identification
Number)
</TABLE>
145 Hunter Drive
Wilmington, Ohio 45177
(513)382-5591
(Name, address, including zip code, and telephone number, including area
code, of agent for service)
AIRBORNE FORWARDING CORPORATION
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C>
Delaware 91-0894946
(State of Incorporation) (IRS Employer Identification
Number)
</TABLE>
3101 Western Avenue
Post Office Box 662
Seattle, Washington 98111
(206)285-4600
(Name, address, including zip code, and telephone number, including area
code, of agent for service)
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ROY C. LILJEBECK
Executive Vice President and Chief Financial Officer
AIRBORNE FREIGHT CORPORATION
3101 Western Avenue
Post Office Box 662
Seattle, Washington 98111
(206)285-4600
(Name, address, including zip code, and telephone number, including area
code, of agent for service)
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Copies to:
J. VERNON WILLIAMS
Riddell, Williams, Bullitt & Walkinshaw
Suite 4400, 1001 Fourth Avenue Plaza
Seattle, Washington 98154
(206)624-3600
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WITHDRAWAL OF SHARES FROM REGISTRATION
The Registrants, by this Post-Effective Amendment No. 1 to their
Registration Statement on Form S-3 (Registration No. 33-54560) (the
"Registration Statement"), as of the close of business on February 18,
1994, withdraw from registration under the Securities Act of 1933, as
amended, all of the remaining $100,000,000 of debt securities, which were
the subject of the Registration Statement.
REASON FOR WITHDRAWAL
In December 1992, the Registrants registered debt securities not to
exceed an initial offering price of $200,000,000 or its equivalent in any
other currency or composite currency. The debt securities are fully and
unconditionally, and jointly and severally, guaranteed by ABX Air, Inc. and
Airborne Forwarding Corporation, wholly-owned subsidiaries of Airborne
Freight Corporation (the "Company"). On December 15, 1992, the Company
issued and sold in a public offering $100,000,000 of 8-7/8ths% Notes due
December 15, 2002.
Due to changing financial conditions, the Company does not anticipate
issuing the remaining $100,000,000 of debt securities. Accordingly, the
Registrants hereby withdraw from registration the $100,000,000 of debt
securities that were originally subject to the Registration Statement but
that were not issued and sold.
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SIGNATURES
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Pursuant to Rule 478 of the General Rules and Regulations under the
Securities Act of 1933, as amended, this Post Effective Amendment No. 1 to
the Registrants' Registration Statement on Form S-3 (Registration No. 33-
54560) has been signed by the Agent for Service designated therein, on
February 18, 1994.
AIRBORNE FREIGHT CORPORATION
By /s/Roy C. Liljebeck
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Roy C. Liljebeck
Agent for Service
ABX AIR, INC.
By /s/Roy C. Liljebeck
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Roy C. Liljebeck
Agent for Service
AIRBORNE FORWARDING CORPORATION
By /s/Roy C. Liljebeck
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Roy C. Liljebeck
Agent for Service
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