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AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 21, 1994
REGISTRATION NO. 33-55191
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Post-Effective Amendment No. 1
to
FORM S-4
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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AMR CORPORATION
(Exact name of registrant as specified in its charter)
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DELAWARE 4512 75-1825172
(State or other jurisdiction (Primary Standard Industrial (I.R.S. Employer
of incorporation or Classification Code Number) Identification No.)
organization)
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P.O. BOX 619616
DALLAS/FORT WORTH AIRPORT, TEXAS 75261-9616
(817) 963-1234
(Address, including ZIP code, and telephone number,
including area code, of registrant's principal executive offices)
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ANNE H. MCNAMARA, ESQ. JOHN B. BRADY, JR., ESQ.
SENIOR VICE PRESIDENT AND GENERAL COUNSEL DEBEVOISE & PLIMPTON
AMR CORPORATION 875 THIRD AVENUE
P.O. BOX 619616 NEW YORK, NEW YORK 10022
DALLAS/FORT WORTH AIRPORT, TEXAS 75261-9616 (212) 909-6000
(817) 963-1234
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(Name, address, including ZIP code, and telephone number of agents for service)
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Copy to:
ROHAN S. WEERASINGHE, ESQ.
SHEARMAN & STERLING
599 LEXINGTON AVENUE
NEW YORK, NEW YORK 10022
(212) 848-4000
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DEREGISTRATION OF SECURITIES
AMR Corporation (the "Registrant") by this Post-Effective Amendment No. 1
to its Registration Statement on Form S-4 (No. 33-55191) originally filed with
the Securities Exchange Commission on August 23, 1994 (the "Registration
Statement"), hereby withdraws from registration under the Securities Act of
1933, as amended, an aggregate principal amount of $79,644,000 of its 6 1/8%
Convertible Subordinated Quarterly Income Capital Securities due 2024 (the
"Debentures") registered under such Registration Statement.
REASON FOR DEREGISTRATION
The Debentures were offered in exchange (the "Exchange Offer") for the
Registrant's Series A Cumulative Convertible Preferred Stock (the "Preferred
Stock") at a rate of $1,000 principal amount of Debentures for every two shares
of Preferred Stock validly tendered and accepted for exchange. Of the
$1,100,000,000 aggregate principal amount of Debentures originally registered,
$1,020,356,000 aggregate principal amount of Debentures were issued. Since the
Exchange Offer expired on November 15, 1994 at 5:00 p.m. New York City time, the
remaining Debentures in an aggregate principal amount of $79,644,000 are being
deregistered.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, AMR Corporation
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 Fort Worth, State of Texas, on this 21st day of
December, 1994.
AMR CORPORATION
By /s/ ANNE H. MCNAMARA
Anne H. McNamara
Senior Vice President and General
Counsel
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.
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SIGNATURES TITLE
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ROBERT L. CRANDALL Chairman of the Board,
President and Chief Executive
Officer; Director (Principal
Executive Officer)
DONALD J. CARTY Executive Vice President and
Chief Financial Officer
(Principal Financial and
Accounting Officer)
HOWARD P. ALLEN
By /s/ ANNE H. MCNAMARA
EDWARD A. BRENNAN Anne H. McNamara
(Attorney-in Fact)
CHRISTOPHER F. EDLEY
Date: December 21, 1994
CHARLES T. FISHER, III
DEE J. KELLY Directors
ANN D. MCLAUGHLIN
JOE M. RODGERS
MAURICE SEGALL
EUGENE F. WILLIAMS, JR.
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