<PAGE> 1
As filed with the Securities and Exchange Commission on June 29, 1999.
Registration No. 333-76795
================================================================================
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
----------
FEDERATED DEPARTMENT STORES, INC.
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE 5311 13-3324058
(State of Incorporation) (Primary Standard Industrial (I.R.S. Employer
Classification Control Number) Identification No.)
151 WEST 34TH STREET
NEW YORK, NEW YORK 10001
(212) 494-1601
AND
7 WEST SEVENTH STREET
CINCINNATI, OHIO 45202
(513) 579-7000
(Principal Executive Offices)
DENNIS J. BRODERICK, ESQ.
SENIOR VICE PRESIDENT, GENERAL COUNSEL AND SECRETARY
FEDERATED DEPARTMENT STORES, INC.
7 WEST SEVENTH STREET
CINCINNATI, OHIO 45202
(513) 579-7000
(Agent For Service)
----------
Copy to:
MARK E. BETZEN, ESQ.
JONES, DAY, REAVIS & POGUE
2300 TRAMMELL CROW CENTER
2001 ROSS AVENUE
DALLAS, TEXAS 75201
(214) 220-3939
----------
================================================================================
<PAGE> 2
Upon the effectiveness of this Registration Statement on May 12, 1999,
$350,000,000 aggregate principal amount of 6.30% Senior Notes due 2009 and
$400,000,000 aggregate principal amount of 6.90% Senior Debentures due 2029 of
Federated Department Stores, Inc. were registered for possible issuance pursuant
to Federated's offer to exchange (a) its registered 6.30% Senior Notes due 2009
for a like aggregate principal amount of its outstanding 6.30% Senior Notes due
2009 and (b) its registered 6.90% Senior Debentures due 2029 for a like
aggregate principal amount of its outstanding 6.90% Senior Debentures due 2029.
The exchange offer expired at 5:00 p.m., New York City time on June 14,
1999. $342,000,000 aggregate principal amount of Federated's 6.30% Senior Notes
due 2009 and $400,000,000 aggregate principal amount of Federated's 6.90% Senior
Debentures due 2029 were validly tendered for exchange and accepted by
Federated. Accordingly, $342,000,000 aggregate principal amount of Federated's
registered 6.30% Senior Notes due 2009 and $400,000,000 aggregate principal
amount of Federated's registered 6.90% Senior Debentures due 2029 were issued
pursuant to the exchange offer.
Pursuant to Rule 478 promulgated under the Securities Act of 1933 and the
undertaking contained in this Registration Statement pursuant to Item 512(a)(3)
of Regulation S-K under the Securities Act, Federated hereby removes from
registration under this registration statement $8,000,000 aggregate principal
amount of its 6.30% Senior Notes due 2009.
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant
has duly caused this registration statement to be signed on its behalf by the
undersigned, there unto duly authorized, in the City of Cincinnati, State of
Ohio on June 28, 1999.
FEDERATED DEPARTMENT STORES, INC.
By: /s/ Dennis J. Broderick
------------------------------
Dennis J. Broderick,
Senior Vice President
Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed below by the following persons in the
capacities indicated on June 28, 1999.
<TABLE>
<CAPTION>
SIGNATURE TITLE
--------- -----
<S> <C>
* Chairman of the Board and Chief Executive Officer
- ----------------------- (principal executive officer)
James M. Zimmerman
* President and Chief Merchandising Officer and Director
- -----------------------
Terry J. Lundgren
* Vice Chairman and Director
- -----------------------
Ronald W. Tysoe
* Senior Vice President, Chief Financial Officer and
- ----------------------- Treasurer (principal financial officer)
Karen M. Hoguet
* Vice President and Controller (principal accounting
- ----------------------- officer)
Joel A. Belsky
*
- ----------------------- Director
Meyer Feldberg
*
- ----------------------- Director
Earl G. Graves, Sr.
* Director
- -----------------------
George V. Grune
* Director
- -----------------------
Sara Levinson
* Director
- -----------------------
Joseph Neubauer
* Director
- -----------------------
Joseph A. Pichler
* Director
- -----------------------
Karl M. von der Heyden
Director
- -----------------------
Craig E. Weatherup
* Director
- -----------------------
Marna C. Whittington
</TABLE>
* The undersigned, by signing his name hereto, does sign and execute this
registration statement pursuant to the Powers of Attorney executed by the
above-named persons.
/s/ Dennis J. Broderick
------------------------------------
Dennis J. Broderick,
Attorney-in-Fact
