AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JANUARY 19, 1996
REGISTRATION NO. 33-63993
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
EMC CORPORATION
(Exact name of Registrant as specified in its charter)
MASSACHUSETTS 3572
(State or other Jurisdiction (Primary Standard Industrial
of Incorporation or Organization) Classification Code Number)
04-2680009
(I.R.S. Employer
Identification No.)
171 SOUTH STREET
HOPKINTON, MASSACHUSETTS 01748
(508) 435-1000
(Address, including zip code, and telephone number,
including area code, of Registrant's principal executive offices)
PAUL T. DACIER
VICE PRESIDENT AND GENERAL COUNSEL
EMC CORPORATION
171 SOUTH STREET
HOPKINTON, MASSACHUSETTS 01748
(508) 435-1000
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
Copies to:
DAVID T. BREWSTER JOHN G. LEWIS
SKADDEN, ARPS, SLATE, MEAGHER & FLOM IRELAND, STAPLETON, PRYOR & PASCOE, P.C.
ONE BEACON STREET 1675 BROADWAY, SUITE 2600
BOSTON, MASSACHUSETTS 02108 DENVER, COLORADO 80202
(617) 573-4800 (303) 623-2700
APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC:
THE MERGER OF EMC MERGER CORPORATION 1995 INTO
MCDATA CORPORATION WAS EFFECTED ON DECEMBER 6, 1995.
If any of the securities being registered on this Form
are to be offered in connection with the formation of a
holding company and there is compliance with General
Instruction G, check the following box: ( )
Pursuant to this Registration Statement on Form S-4
(No. 33-63993), EMC Corporation, a Massachusetts
corporation ("EMC"), registered 17,500,000 shares of its
common stock, $.01 par value per share ("Common Stock"),
issuable pursuant to an Agreement and Plan of Merger
dated as of October 25, 1995 by and among EMC, EMC Merger
Corporation 1995, a Delaware corporation and a wholly
owned subsidiary of EMC ("Sub"), and McDATA Corporation,
a Delaware corporation ("McDATA"), which provided for the
merger of Sub with and into McDATA (the "Merger"). EMC
hereby amends this Registration Statement to deregister
3,932,888 shares of Common Stock that remain unissued
following the consummation of the Merger.
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-4 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the Town of Hopkinton, The
Commonwealth of Massachusetts on January 19, 1996.
EMC CORPORATION
By: /s/ Richard J. Egan
Richard J. Egan
Chairman of the Board
Pursuant to the requirements of the Securities Act
of 1933, this Registration Statement has been signed on
January 19, 1996 by the following persons in the capacities
indicated.
Signature Title Date
* Chairman of the Board January 19, 1996
_________________ (Principal Executive
Richard J. Egan Officer) and Director
* President, Chief January 19, 1996
_________________ Executive Officer and
Michael C. Director
Ruettgers
* Executive Vice January 19, 1996
_________________ President, Sales and
John R. Egan Marketing Director
* Vice President and January 19, 1996
_________________ Chief Financial
Colin G. Patteson Officer (Principal
Financial Officer)
* Vice President and January 19, 1996
_________________ Controller (Principal
William J. Teuber Accounting Officer)
* Director January 19, 1996
_________________
Michael J. Cronin
* Director January 19, 1996
_________________
John F. Cunningham
* Director January 19, 1996
_________________
W. Paul Fitzgerald
* Director January 19, 1996
_________________
Joseph F. Oliveri
* Director January 19, 1996
_________________
Maureen E. Egan
* By: /s/ Paul T. Dacier
Paul T. Dacier, as attorney-in-fact
for each of the persons indicated