As filed with the Securities and Exchange Commission on July 9, 1996
Registration No. 33-82052
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
FIRST CITIZENS BANCSHARES, INC.
(Exact name of registrant as specified in its charter)
Delaware 56-1528994
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Post Office Box 151
239 Fayetteville Street Mall
Raleigh, North Carolina 27601
(Address of principal executive offices, including Zip Code)
1994 EMPLOYEE STOCK PURCHASE PLAN
(Full title of the plan)
KENNETH A. BLACK
First Citizens BancShares, Inc.
Post Office Box 151
239 Fayetteville Street Mall
Raleigh, North Carolina 27601
(Name and address of agent for service)
(919) 755-7336
(Telephone number, including area code, of agent for service)
Copy to:
DAVID L. WARD, JR., Esq.
RAYMOND W. HINES, Esq.
Ward and Smith, P.A.
1001 College Court
Post Office Box 867
New Bern, North Carolina 28563
(919) 633-1000
This Post-effective Amendment No. 1 is being filed pursuant the
authority contained in Rule 478 under the Securities Act of 1933, and to
the undertaking contained in Part II of Registrant's Registration
Statement on Form S-8 (No. 33-82052) (the "Registration Statement") to
remove from registration by means of a post-effective amendment any
shares of Registrant's Class A common stock (the "Stock") which remained
unsold at the termination of the offering to which the Registration
Statement relates.
The Registration Statement covers an aggregate of 1,000,000 shares of
the Stock which could be issued and sold to employees of Registrant and
its subsidiaries upon the exercise of purchase options ("Options")
granted pursuant to Registrant's 1994 Employee Stock Purchase Plan (the
"Plan"). The Plan expired on June 30, 1996 (the "Expiration Date") at
which time all outstanding Options also expired to the extent such
Options previously had not been exercised. As of the Expiration Date,
an aggregate of 170,690 shares of Stock had been purchased from the
Registrant under the Plan pursuant to the exercise of Options, and an
aggregate of 829,310 shares of Stock remained available for purchase
under the Plan pursuant to the exercise of Options. Registrant hereby
removes those 829,310 shares of the Stock from registration.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has has duly caused this Post-Effective
Amendment No. 1 to Registrant's Registration Statement on Form S-8 to
be signed on its behalf by the undersigned, thereunto duly authorized,
in the City of Raleigh, State of North Carolina, on July 5, 1996.
FIRST CITIZENS BANCSHARES, INC.
(Registrant)
By:/S/ Kenneth A. Black
Kenneth A. Black
Vice President, Treasurer and
Chief Financial Officer
