AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON OCTOBER 29, 1998
REGISTRATION NO. 33-33929
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 3 TO
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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GENERAL SIGNAL CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
NEW YORK 16-0445660
(STATE OR OTHER (I.R.S. EMPLOYER
JURISDICTION OF IDENTIFICATION NO.)
INCORPORATION OR
ORGANIZATION)
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ONE HIGH RIDGE PARK
STAMFORD, CONNECTICUT 06904
(203) 329-4100
(ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER,
INCLUDING AREA CODE, OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)
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CHRISTOPHER J. KEARNEY, ESQ.
VICE PRESIDENT AND SECRETARY
GENERAL SIGNAL CORPORATION
700 TERRACE POINT DRIVE
MUSKEGON, MICHIGAN 49443-3301
(616) 724-5000
(NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER,
INCLUDING AREA CODE, OF AGENT FOR SERVICE)
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RECENT EVENTS: DE-REGISTRATION
The Registration Statement on Form S-3 (Registration No. 33-33929)
(the "Registration Statement") of General Signal Corporation, a New York
corporation ("General Signal"), pertaining to up to $300,000,000 of debt
securities of General Signal to which this Post-Effective Amendment
relates, was filed with the Securities and Exchange Commission on March 22,
1990 and declared effective. Pursuant to Rule 429 of the Securities Act of
1933, as amended, the Prospectus contained in the Registration Statement
also relates to Registration Statement No. 33-25926 previously filed with
the Securities and Exchange Commission on December 22, 1988 and declared
effective. Both registration statements are referred to herein as the
"Registration Statements".
On October 6, 1998 (the "Effective Time"), pursuant to the Agreement
and Plan of Merger (the "Merger Agreement"), dated as of July 19, 1998,
among SPX Corporation, a Delaware corporation ("SPX"), SAC Corp., a
Delaware corporation and a wholly owned subsidiary of SPX (renamed General
Signal Corporation immediately following the Effective Time) ("New General
Signal"), and General Signal, General Signal was merged with and into New
General Signal (the "Merger"), with New General Signal as the surviving
corporation.
As a result of the Merger, General Signal has terminated the offering
of debt securities pursuant to the Registration Statements. In accordance
with an undertaking made by General Signal in the Registration Statements
to remove from registration by means of a post-effective amendment any debt
securities which remain unsold at the termination of the offering, General
Signal hereby removes from registration all debt securities under the
Registration Statements which remain unsold.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as
amended, the Registrant certifies that it has reasonable grounds to believe
it meets all of the requirements for filing on Form S-3 and has duly caused
this Post-Effective Amendment to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Muskegon, State of
Michigan, on October 29, 1998.
General Signal Corporation, as
successor to
the Registrant in the Merger
By: /s/ Christopher J. Kearney
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Christopher J. Kearney
Vice President and Secretary
Pursuant to the requirements of the Securities Act of 1933, as
amended, this Post-Effective Amendment has been signed by the following
persons in the capacities indicated on October 29, 1998.
SIGNATURE TITLE *
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/s/Patrick J. O'Leary
_________________________ Director and President (Principal Executive
Patrick J. O'Leary Officer)
/s/Christopher J. Kearney
_________________________ Director
Christopher J. Kearney
/s/Arthur R. Cross
_________________________ Director, Vice President and Treasurer
Arthur R. Cross (Principal Financial and Accounting Officer)
* All of the signatories are officers and/or directors of General Signal
Corporation, a Delaware corporation, the successor to the Registrant
in the Merger.
