AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 26, 1999
REGISTRATION NO. 333-48897
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 2 (1)
TO
FORM S-20
REGISTRATION STATEMENT
Under
The Securities Act of 1933
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THE OPTIONS CLEARING CORPORATION
(Exact name of registrant as specified in its charter)
440 South LaSalle Street
Suite 2400
Chicago, Illinois 60605
312-322-6200
(Address, including zip code, and telephone number,
including area code, of registrant's principal
executive offices)
Wayne P. Luthringshausen, Chairman
The Options Clearing Corporation
440 South LaSalle Street
Suite 2400
Chicago, Illinois 60605
312-322-6200
(Name, address, including zip code, and telephone number, including
area code, of agent for service)
With a copy to:
William H. Navin
Schiff Hardin & Waite
7200 Sears Tower
Chicago, Illinois 60606
312-258-5534
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Amending Part II Only
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(1) Filed solely for the purpose of adding an exhibit.<PAGE>
This Post-Effective Amendment No. 2 to the Registration Statement on
Form S-20 (No. 333-48897), as amended by Post-Effective Amendment No.
1 filed with the Commission on April 1, 1999, is being filed solely
to add Exhibit 23.6, the Consent of Director John C. Harris, to the
Registration Statement.
SIGNATURE
Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has duly caused this Post-Effective
Amendment No. 2 to the Registration Statement to be signed on its
behalf by the undersigned thereunto duly authorized, in the City of
Chicago, State of Illinois on April 26, 1999.
THE OPTIONS CLEARING CORPORATION
BY: /s/ James C. Yong
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First Vice President and General Counsel<PAGE>
EXHIBIT INDEX
The following documents are filed as part of this Registration
Statement:
EXHIBIT NUMBER DESCRIPTION OF DOCUMENT
5 Opinion of Schiff & Hardin & Waite*
23.1 Consent of Deloitte & Touche LLP*
23.2 Consent of Schiff Hardin & Waite (included
in Exhibit 5)*
23.3 Consent of Wayne W. Fieldsa*
23.4 Consent of William Gangi*
23.5 Consent of Dorcas R. Hardy*
23.6 Consent of John C. Harris
23.7 Consent of Timothy R. Mullen*
24 Power of Attorney (included on the
signature page to Post-Effective
Amendment No. 1 to the Registration
Statement)*
* Previously filed.<PAGE>
EXHIBIT 23.6
Consent of John C. Harris
The undersigned hereby consents to being named, in the Registration
Statement on Form S-20 of The Options Clearing Corporation, as about
to become a director of The Options Clearing Corporation.
Dated:April 9, 1999
/s/ John C. Harris
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John C. Harris<PAGE>
