FARAH INC
POS AM, 1994-05-03
MEN'S & BOYS' FURNISHGS, WORK CLOTHG, & ALLIED GARMENTS
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        As filed with the Securities and Exchange Commission on May 3, 1994
                                 Registration No. 33-52811 
            
                 
  
                         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
  
  
                                 Farah Incorporated
               (Exact name of registrant as specified in its charter)
  
  
                      Texas                          74-1061146
             (State or other jurisdiction       (I.R.S. Employer 
                 of incorporation)              Identification No.)         
            
                                Farah Incorporated
                                 8889 Gateway West
                               El Paso, Texas  79925
                                   (915) 593-4444
           (Address, including zip code, and telephone number, including
             area code, of registrant's principal executive offices)
<PAGE>
         
 


      
                                  JAMES C. SWAIM
                Executive Vice President and Chief Financial Officer
                                 Farah Incorporated
                                  8889 Gateway West
                                 El Paso, Texas 79925
                                    (915) 593-4444
               (Name, address, including zip code, and telephone number,
                      including area code, of agent for service)

         
                                  With copies to:
               DANIEL W. RABUN, ESQ.            LARRY L. SCHOENBRUN, ESQ.
               Baker & McKenzie                 Gardere & Wynne, L.L.P.
               2001 Ross Avenue                 1601 Elm Street
               Suite 4500                       3000 Thanksgiving Tower
               Dallas, Texas 75201              Dallas, Texas 75201

         
         Approximate date of commencement of proposed sale to the public: 
         As soon as practicable after this Registration Statement becomes 
         effective.
         
         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,
         check the following box. _
          
         This Post-Effective Amendment No. 1 to the Registration Statement
         is being filed to deregister 575,000 shares of Common Stock, no
         par value.
         
         This Post-Effective Amendment No. 1 to the Registration Statement
         shall hereafter become effective in accordance with the provisions
         of Section 8(c) of the Securities Act of 1933, as amended.
 <PAGE>



         This Post-Effective Amendment No. 1 to the Registration Statement
         is being filed to deregister 575,000 shares of Common Stock, no par
         value that were registered under the Registration Statement.
         
                                    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 El Paso,
         State of Texas, on this 3rd day of May, 1994.
         
                          FARAH INCORPORATED
         
         
                          By:  /s/ RICHARD C. ALLENDER               
                               RICHARD C. ALLENDER
                               Chairman of the Board, 
                               President and Chief Executive Officer



         Signature                     Title                      Date 

 /s/ RICHARD C. ALLENDER       
 RICHARD C. ALLENDER         Chairman of the Board, President   May 3, 1994
                             and Chief Executive Officer
                             (Principal Executive Officer)

 /s/ JAMES C. SWAIM          Executive Vice President,	        May 3, 1994
 JAMES C. SWAIM              Chief Financial Officer,
                             Treasurer and Director (Principal
                             Financial and Accounting Officer)
                    
         *                                         
  CLARK L. BULLOCK           Director                           May 3, 1994
      Director

        *                                                                  
  CHRISTOPHER L. CARAMEROS   Director                           May 3, 1994
<PAGE>



        *
  SYLVAN LANDAU              Director                           May 3, 1994

        *                                              
  MICHAEL R. MITCHELL        Director                           May 3, 1994

        *                                            
  EDWARD J. MONAHAN          Director                           May 3, 1994

        *                                     
  TIMOTHY B. PAGE            Director                           May 3, 1994

        *
  CHARLES J. SMITH           Director                           May 3, 1994
 
        *
  THOMAS G. WYMAN            Director                           May 3, 1994


     *By:  /s/ RICHARD C. ALLENDER                   
           RICHARD C. ALLENDER,
           Attorney-in-fact 


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