As filed with the Securities and Exchange Commission on December 29, 1999
Registration No. 333-91647
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST EFFECTIVE AMENDMENT NO. 1
TO
FORM S-4
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
____________________________________
JEFFERSON-PILOT CORPORATION
(Exact name of registrant as specified in its charter)
North Carolina 6311 56-0896180
(State or other (Primary Standard (I.R.S. Employer
jurisdiction of Industrial
incorporation or Classification Code Identification Number)
organization) Number)
100 North Greene Street
Greensboro, North Carolina 27401
(336) 691-3691
(Name, Address, Including Zip Code, and Telephone Number, Including
Area Code, of Registrant's Principal Executive Offices)
__________________________________
Robert A. Reed
Vice President, Secretary and Associate General Counsel
Jefferson-Pilot Corporation
100 North Greene Street
Greensboro, North Carolina 27401
(336) 691-3375
(Name, Address, Including Zip Code, and Telephone Number, Including
Area Code, of Agent For Service)
____________________________________
Copies to:
E. WILLIAM BATES, II
King & Spalding
1185 Avenue of the Americas
New York, New York 10036
(212) 556-2100
____________________________________
Approximate date of commencement of proposed sale to the public: Not
applicable.
If the securities being registered on this form are being offered in
connection with the formation of a holding company and there is
compliance with General Instruction G, check the following box. ____
If this form is filed to register additional securities for an offering
pursuant to Rule 462(b) 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 this form is a post-effective amendment filed pursuant to Rule 462(d)
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. ____
-1-
EXPLANATORY NOTE
On November 24, 1999, Jefferson-Pilot Corporation ("Jefferson
Pilot") filed a Registration Statement on Form S-4 (Registration No. 333-
91647) (the "Registration Statement") under the Securities Act of 1933,
as amended, to register shares of Jefferson Pilot common stock to be
issued to stockholders of The Guarantee Life Companies Inc. ("Guarantee")
in connection with Jefferson Pilot's acquisition of Guarantee (the "Merger")
pursuant to the Amended and Restated Agreement and Plan of Merger among
Jefferson Pilot, Guarantee and LG Merger Corp., dated as of September 19,
1999, as amended and restated as of October 14, 1999 (the "Merger Agreement").
The SEC declared the Registration Statement effective on November 24, 1999.
Jefferson Pilot has elected to pay the consideration for the Merger
in cash rather than shares of Jefferson Pilot common stock, in accordance
with the provisions of the Merger Agreement. Accordingly, Jefferson Pilot
hereby removes from registration all of the shares of Jefferson Pilot common
stock that were registered pursuant to the Registration Statement.
-2-
SIGNATURES
Pursuant to the requirements of the Securities Act, the registrant
has duly caused this Post-Effective Amendment No. 1 to Registration Statement
to be signed on its behalf by the undersigned, thereunto duly authorized,
in the city of Greensboro, state of North Carolina, on December 29, 1999.
Jefferson-Pilot Corporation
(Registrant)
By /s/ Robert A. Reed
(Robert A. Reed, Vice President
and Secretary)
Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities indicated, on December 29, 1999.
Signature Title
*
David A. Stonecipher Chairman of the Board,
President and Chief Executive
Officer
(Principal Executive Officer)
*
Dennis R. Glass Executive Vice President, Chief
Financial Officer and Treasurer
(Principal Financial Officer)
*
Reggie D. Adamson Senior Vice President -
Finance (Principal Accounting
Officer)
*
Edwin B. Borden Director
*
Dr. William H. Cunningham Director
*
Robert G. Greer Director
*
George W. Henderson, III Director
*
E.S. Melvin Director
*
Kenneth C. Mlekush Director
*
William Porter Payne Director
*
Patrick S. Pittard Director
*
Donald S. Russell, Jr. Director
* Pursuant to a Power of Attorney
BY /s/ Robert A. Reed
Robert A. Reed, Attorney-in-Fact
