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Previous: INTEGRATED SYSTEMS INC, SC 13G/A, 1999-02-12 |
Next: PRINCIPAL PRESERVATION PORTFOLIOS INC, 485APOS, 1999-02-12 |
<PAGE> 1
As filed with the Securities and Exchange Commission on February 12, 1999
Registration Number 33-27598
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------------------
POST-EFFECTIVE AMENDMENT NO. 2
TO
FORM S-8
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
------------------------------------
ALLEGHANY CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 51-0283071
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
375 Park Avenue
New York, New York 10152
(Address of Principal Executive Offices) (Zip Code)
CHICAGO TITLE AND TRUST COMPANY PERFORMANCE UNIT INCENTIVE PLAN
(successor to Chicago Title and Trust Company Stock
Purchase Plan for Key Employees)
(Full Title of Plan)
Robert M. Hart, Esq.
Senior Vice President, General Counsel
and Secretary
Alleghany Corporation
375 Park Avenue
New York, New York 10152
(212) 752-1356
(Name and address of agent for service)
-----------------------------------
Copies to:
Linda E. Ransom, Esq.
Dewey Ballantine LLP
1301 Avenue of the Americas
New York, New York 10019-6092
(212) 259-6570
-----------------------------------
<PAGE> 2
REMOVAL OF SECURITIES FROM REGISTRATION
Pursuant to Registration Statement No. 33-27598 (the "Registration
Statement"), in March 1989 Alleghany Corporation ("Alleghany") registered
100,000 shares of its common stock, par value $1.00 per share ("Common Stock"),
to be offered under the Chicago Title and Trust Company Stock Purchase Plan for
Key Employees (the "Plan"). Post-Effective Amendment No. 1 to the Registration
Statement was filed to reflect the fact that the Plan was subsumed under, and
formed a part of, the Chicago Title and Trust Company Performance Unit Incentive
Plan (the "Performance Unit Incentive Plan"). As of the date of this
Post-Effective Amendment No. 2 to the Registration Statement, 23,873 shares of
Common Stock have been offered and sold pursuant to the Plan and pursuant to
that part of the Performance Unit Incentive Plan that constitutes the Plan. No
further shares of Common Stock will be offered under that portion of the
Performance Unit Incentive Plan that constitutes the Plan. Accordingly, 76,127
shares of Common Stock are hereby removed from registration.
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and 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 New York,
State of New York, on the 12th day of February, 1999.
ALLEGHANY CORPORATION
By: /s/ John J. Burns, Jr.
----------------------
John J. Burns, Jr.
President
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 2 to the Registration Statement has been signed by
the following persons in the capacities and on the dates indicated.
Date: February 12, 1999 By: /s/ John J. Burns, Jr.
-----------------------------
John J. Burns, Jr.
President and Director
(principal executive officer)
Date: February 12, 1999 By: *
---------------------------
Dan R. Carmichael
Director
Date: February 12, 1999 By: /s/ David B. Cuming
-----------------------------
David B. Cuming
Senior Vice President
(principal financial officer)
Date: February 12, 1999 By: *
---------------------------
Allan P. Kirby, Jr.
Director
Date: By:
---------------------------
Thomas S. Johnson
Director
<PAGE> 4
Date: By:
---------------------------
Roger Noall
Director
Date: February 12, 1999 By: *
---------------------------
F.M. Kirby
Chairman of the Board and
Director
Date: February 12, 1999 By: *
---------------------------
William K. Lavin
Director
Date: February 12, 1999 By: /s/ Peter R. Sismondo
---------------------------
Peter R. Sismondo
Vice President, Controller,
Treasurer and Assistant Secretary
(principal accounting officer)
Date: February 12, 1999 By: *
---------------------------
James F. Will
Director
Date: February 12, 1999 By: *
---------------------------
Paul F. Woodberry
Director
*By: /s/ John J. Burns, Jr.
--------------------------
John J. Burns, Jr.
Attorney-in-Fact
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