Registration No. 33-45325
SECURITIES AND EXCHANGE COMMISSION
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
NEWMONT MINING CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 13-1806811
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1700 Lincoln Street
Denver, Colorado 80203
(303) 863-7414
(Address, including zip code, and telephone number,
including area code, of registrant's principal executive offices)
Timothy J. Schmitt, Esq.
Newmont Mining Corporation
1700 Lincoln Street
Denver, Colorado 80203
(303) 863-7414
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
Copies to:
Maureen Brundage, Esq. Francis J. Morison, Esq.
White & Case Davis Polk & Wardwell
1155 Avenue of the Americas 450 Lexington Avenue
New York, New York 10036 New York, New York 10017
(212) 819-8200 (212) 450-4000
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The undersigned registrant undertook in Item 17 of the Form S-3
Registration Statement (Registration No. 33-45325) (the "Registration
Statement") to remove from registration any of the securities registered
thereby which remain unsold at the termination of the offering. Pursuant to
said undertaking, the undersigned registrant hereby removes from registration
the $108,000,000 of Debt Securities of the registrant which remain unsold
under the Registration Statement at the termination of the offering
contemplated thereby.
PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
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Item 16. Exhibits.
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Exhibit
Number Description of Documents
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1.1 - Form of Underwriting Agreement relating to the Debt Securities.*
1.2 - Form of Distribution Agreement dated April 22, 1992 relating to the Debt Securities.*
4.1 - Indenture dated as of March 23, 1992 between the Company and Bank of Montreal Trust
Company (including forms of Debt Securities).*
4.2 - Form of Floating Rate Registered Note.*
4.3 - Form of Fixed Rate Registered Note.*
5 - Opinion of White & Case.*
12 - Computation of Ratio of Earnings to Fixed Charges.*
23.1** - Consent of Arthur Andersen & Co.*
23.2** - Consent of White & Case (included in Exhibit 5).*
24** - Powers of Attorney of certain officers and directors.***
25** - Amendment No. 1 to Form T-1 Statement of Eligibility and Qualification under the Trust
Indenture Act of 1939, as amended, of Bank of Montreal Trust Company, Indenture
Trustee.*
* Previously filed.
** Exhibit numbers revised to conform to amendment to Regulation S-K.
***Certain powers of attorney were previously filed and certain powers of attorney are filed herewith.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this Post-Effective Amendment to the Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Denver, State of Colorado, on the 8th day of
August, 1994.
NEWMONT MINING CORPORATION
By /s/ Timothy J. Schmitt
Vice President, Secretary and
Assistant General Counsel
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Pursuant to the requirements of the Securities Act of 1933, this Post-
Effective Amendment to the Registration Statement has been signed below by the
following persons (which includes a majority of the directors of the
registrant) in the capacities and on the dates indicated.
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Signature Title Date
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*Rudolph I.J. Agnew Director August 8, 1994
*Ronald C. Cambre Chief Executive Officer, Vice Chairman, August 8, 1994
and Director (Principal Executive Officer)
*Joseph P. Flannery Director August 8, 1994
*Thomas A. Holmes Director August 8, 1994
*Gordon R. Parker Chairman and Director August 8, 1994
*Robin A. Plumbridge Director August 8, 1994
*William I.M. Turner, Jr. Director August 8, 1994
*Wayne W. Murdy Senior Vice President and Chief Financial August 8, 1994
Officer (Principal Financial Officer)
*Gary E. Farmar Controller (Principal Accounting Officer) August 8, 1994
*By /s/ Timothy J. Schmitt
Timothy J. Schmitt
Attorney-in-fact
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EXHIBIT INDEX
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Exhibit
Number Description of Documents
<S> <C>
1.1 - Form of Underwriting Agreement relating to the Debt Securities.*
1.2 - Form of Distribution Agreement dated April 22, 1992 relating to the
Debt Securities.*
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4.1 - Indenture dated as of March 23, 1992 between the Company and Bank of
Montreal Trust Company (including forms of Debt Securities).*
4.2 - Form of Floating Rate Registered Note.*
4.3 - Form of Fixed Rate Registered Note.*
5 - Opinion of White & Case.*
12 - Computation of Ratio of Earnings to Fixed Charges.*
23.1** - Consent of Arthur Andersen & Co.*
23.2** - Consent of White & Case (included in Exhibit 5).*
24** - Powers of Attorney of certain officers and directors.***
25** - Amendment No. 1 to Form T-1 Statement of Eligibility and
Qualification under the Trust Indenture Act of 1939, as amended, of
Bank of Montreal Trust Company, Indenture Trustee.*
* Previously filed.
** Exhibit numbers revised to conform to amendment to Regulation S-K.
***Certain powers of attorney were previously filed and certain powers of attorney are filed
herewith.
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EXHIBIT 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Timothy J. Schmitt his true and lawful
attorney-in-fact and agent, with full power of substitution and revocation, in
his name and on his behalf, to do any and all acts and things and to execute
any and all instruments which he may deem necessary or advisable to enable
Newmont Mining Corporation (the "Company") to comply with the Securities Act
of 1933, as amended (the "Act"), and any rules, regulations or requirements of
the Securities and Exchange Commission in respect thereof, in connection with
the Company's Registration Statement on Form S-3 (No. 33-45325) relating to
debt securities of the Company including power and authority to sign his name
in any and all capacities (including his capacity as a Director and/or Officer
of the Company) to post-effective amendments to such Registration Statement,
and to any and all instruments or documents filed as part of or in connection
with such Registration Statement or any amendments thereto; and the
undersigned hereby ratifies and confirms all that said attorney-in-fact and
agent shall lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned have subscribed these presents
as of the 8th day of August 1994.
Signature Title
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/s/ Ronald C. Cambre Vice Chairman, President and Chief
Ronald C. Cambre Executive Officer and Director (Principal Executive
Officer)
/s/ /Wayne W. Murdy Senior Vice President and Chief Financial
Wayne W. Murdy Officer (Principal Financial Officer)
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