RESORTS INTERNATIONAL INC
S-4 POS, 1994-06-17
MISCELLANEOUS AMUSEMENT & RECREATION
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         As filed with the Securities and Exchange Commission on June 17, 1994
                                                     Registration No. 33-50733
                                                                            

                          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
                                      ___________

                             RESORTS INTERNATIONAL, INC.
                (Exact name of registrant as specified in its charter)

   Delaware                        7011                   59-0763055
   (State or other           (Primary Standard            (I.R.S. Employer 
   jurisdiction of           Industrial                   Identification        
   incorporation or          Classification               No.)
   organization)             Code Number)
                                                
  



 1133 Boardwalk                                 Christopher D. Whitney, Esq.
 Atlantic City, New Jersey 08401                Resorts International, Inc.
 (609) 344-6000                                 1133 Boardwalk
 (Address, including                           Atlantic City, New Jersey 08401
 Zip code, and telephone                        (609) 344-6000
 number, including area                         (Name, address, including
 code, of registrant's                          Zip code, and telephone  
 principal executive offices)                   number, including area
                                                code, of agent for service)


                        RESORTS INTERNATIONAL HOTEL FINANCING, INC.
                 (Exact name of registrant as specific in its charter)

 Delaware                               6719                65-0461729
 (State or other               (Primary Standard            (I.R.S. Employer 
 jurisdiction of               Industrial                   Identification      
 incorporation or              Classification       
 organization)                 Code Number)

 1133 Boardwalk                                 Christopher D. Whitney, Esq.
 Atlantic City, New Jersey 08401                Resorts International, Inc.
 (609) 344-6000                                 1133 Boardwalk
 (Address, including                            Atlantic City, New Jersey 08401
 Zip code, and telephone                        (609) 344-6000
 number, including area                         (Name, address, including
 code, of registrant's                          Zip code, and telephone  
 principal executive offices                    number, including area
                                                code, of agent for service) 






                                          (Facing Sheet Continued)<PAGE>
             
                       RESORTS INTERNATIONAL HOTEL, IN
            (Exact name of registrant as specified in its charter)

 New Jersey                          7011                   21-0423320
 (State or other               (Primary Standard            (I.R.S. Employer 
 jurisdiction of               Industrial                   Identification      
 incorporation or              Classification       
 organization)                 Code Number)
                                             
 1133 Boardwalk                                 Christopher D. Whitney, Esq.
 Atlantic City, New Jersey 08401                Resorts International, Inc.
 (609) 344-6000                                 1133 Boardwalk
 (Address, including                           Atlantic City, New Jersey 08401
 Zip code, and telephone                        (609) 344-6000
 number, including area                         (Name, address, including
 code, of registrant's                          Zip code, and telephone  
 principal executive offices)                   number, including area
                                                code, of agent for service)


                                  P. I. RESORTS LIMITED
                  (Exact name of registrant as specified in its charter)

 The Commonwealth of                  7011                  98-0137084
 The Bahamas                   (Primary Standard            (I.R.S. Employer 
 (State or other               Industrial                   Identification      
 jurisdiction of               Classification       
 incorporation or              Code Number)
 organization)
                                               
 P.O. Box N-4777                                 Christopher D. Whitney, Esq.
 Paradise Island                                 Resorts International, Inc.
 Nassau, The Bahamas                             1133 Boardwalk
 (809) 363-3000                                Atlantic City, New Jersey 08401
 (Address, including                             (609) 344-6000
 Zip code, and telephone                         (Name, address, including
 number, including area                          Zip code, and telephone  
 code, of registrant's                           number, including area
 principal executive offices)                    code, of agent for service)

                                                    

                                     Copies to:
                              Peter E. Panarites, Esq.
                          Freedman, Levy, Kroll & Simonds
                           1050 Connecticut Avenue, N.W.
                            Washington, D.C. 20036-5366
                                                       


<PAGE>
                       DEREGISTRATION OF PIRL ORDINARY SHARES


   This Post-Effective Amendment to the Form S-4 Registration Statement No.
33-50733 (the "Registration Statement") of Resorts International, Inc.
("RII"), Resorts International Hotel Financing, Inc. ("RIHF"), Resorts
International Hotel, Inc. ("RIH") and P.I. Resorts Limited ("PIRL"), is filed
solely for the purpose of removing from registration under the Securities Act
of 1933, as amended (the "Act"), the 5,000,000 Ordinary Shares, par value
$.01 per share, of PIRL (the "Ordinary Shares") that were registered under
the Act pursuant to the Registration Statement, which was declared effective
on February 1, 1994.  The Post-Effective Amendment is filed for no other
purpose, and upon its effectiveness the Ordinary Shares so registered, as
aforesaid, shall be deemed to be deregistered.

   As described in the Prospectus contained in the Registration Statement,
the Ordinary Shares were to be issued only if the sale of the properties and
operations on or relating to Paradise Island, The Bahamas, owned and operated
by subsidiaries of RII (the "Paradise Island Business"), were not sold to 
Sun International Hotels Limited ("SIHL"), a Commonwealth of The Bahamas 
corporation not affiliated with RII.  On May 3, 1994, the effective date 
of the Restructuring described in the Registration Statement, the Paradise
Island Business was sold to SIHL.  Accordingly, the Ordinary Shares 
registered pursuant to the Registration Statement were not, and they will 
not be, issued.

   PIRL is a wholly owned subsidiary of RII which owns PIRL's two outstanding
Ordinary Shares.  PIRL was formed solely for the purpose of facilitating the 
Restructuring in the event that the Paradise Island Business was not sold 
to a third party.  PIRL has had no operations and in view of the sale to 
SIHL, RII intends to dissolve PIRL at the earliest practicable date.<PAGE>
           

                            SIGNATURES

 Pursuant to the requirements of the Securities Act of 1933, the registrants 
have duly caused this registration statement or amendment thereto to be 
signed on their behalf by the undersigned, thereunto duly authorized, in the 
City of Atlantic City, State of New Jersey, on June 7, 1994.


                                     RESORTS INTERNATIONAL, INC.

                                     By  /s/ Christopher D. Whitney             
                                            Christopher D. Whitney
                                           Executive Vice President
                                           and Chief of Staff


                                     RESORTS INTERNATIONAL HOTEL
                                      FINANCING, INC.

                                     By  /s/ Christopher D. Whitney             
                                             Christopher D. Whitney
                                             President                          


                                     RESORTS INTERNATIONAL HOTEL, INC.

                                     By  /s/ Christopher D. Whitney             
                                           Christopher D. Whitney
                                           Executive Vice President
                                           and Chief of Staff


                                     P.I. RESORTS LIMITED

                                     By  /s/ Christopher D. Whitney             
                                           Christopher D. Whitney
                                           President<PAGE>
Pursuant to the requirements of the Securities Act of 1933, this registration
statement or amendment thereto has been signed by the following persons in 
the capacities indicated on June 7, 1994.


                                   RESORTS INTERNATIONAL, INC.


By /s/ Merv Griffin                         Chairman of the Board
     Merv Griffin


By /s/ William Fallon                       Director
     William Fallon          

                        
By /s/ Thomas E. Gallagher                  Director
     Thomas E. Gallagher


By /s/ Jay Green                            Director
     Jay Green


By /s/ Charles Masson                       Director
     Charles Masson


By /s/ Vincent Naimoli                      Director
     Vincent Naimoli


By /s/ Christopher D. Whitney           Executive Vice President and
     Christopher D. Whitney             Chief of Staff (Principal Executive 
                                        Officer)


By /s/ Matthew B. Kearney               Executive Vice President -
     Matthew B. Kearney                 Finance and Chief Financial Officer 
                                        (Principal                              
                                        Executive and Financial Officer)



By /s/ David G. Bowden                  Vice President - Controller,
     David G. Bowden                    Chief Accounting Officer and Assistant
                                        Secretary
                                        (Principal Accounting Officer)<PAGE>
         

                  RESORTS INTERNATIONAL HOTEL FINANCING, INC.


By /s/ Christopher D. Whitney           Director and President
     Christopher D. Whitney             (Principal Executive Officer)


By /s/ Matthew B. Kearney               Director, Executive Vice
     Matthew B. Kearney                 President - Finance and Chief 
                                        Financial Officer
                                        (Principal Financial and Accounting 
                                        Officer)


                                RESORTS INTERNATIONAL HOTEL, INC.


By /s/ Christopher D. Whitney           Director, Executive Vice
     Christopher D. Whitney             President and Chief of Staff 
                                        (Principal Executive
                                        Officer)


By /s/ Matthew B. Kearney               Director, Vice President and Chief 
    Matthew B. Kearney                  Financial Officer (Principal 
                                        Executive, Financial and
                                        Accounting Officer)


                                      P.I. RESORTS LIMITED


By /s/ Christopher D. Whitney           Director and President
     Christopher D. Whitney             (Principal Executive Officer)


By /s/ Matthew B. Kearney               Director, Vice President - Finance 
      Matthew B. Kearney                and Chief Financial Officer 
                                        (Principal Financial
                                        and Accounting Officer)

 


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