As filed with the Securities and Exchange Commission on July 14, 1997
Registration No. 33-51153
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
_________________
REYNOLDS METALS COMPANY
(Exact name of Registrant as specified in its charter)
Delaware 54-0355135
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
_________________
6601 West Broad Street, Richmond, VA 23230
(804) 281-2000
(Address, including zip code, and telephone number,
including area code, of principal executive offices)
_________________
D. MICHAEL JONES, Senior Vice President and General Counsel
and
BRENDA A. HART, Chief Securities/Finance Counsel and Assistant Secretary
Reynolds Metals Company
6601 West Broad Street
Richmond, VA 23230
(804) 281-2000
(Names, address, including zip code, and
telephone number, including area code, of agents for service)
_________________
REMOVAL OF SECURITIES FROM REGISTRATION
Pursuant to Registration Statement No. 33-51153 on Form S-3,
Reynolds Metals Company, a Delaware corporation (the "Company"),
registered 3,000,000 shares (the "Shares") of its Common Stock,
without par value, for offer and resale by The Chase Manhattan
Bank, as trustee (the "Trustee") of the Reynolds Metals Company
Pension Plans Master Trust (the "Master Trust"). The
registration was made in connection with the contribution by the
Company of the Shares to one or more of the pension plans the
assets of which are held under the Master Trust. The Company
hereby removes from registration 1,044,000 of the Shares held by
the Trustee which remain unsold by the Trustee as of the date
hereof.
SIGNATURE
Pursuant to the requirements of the Securities Act of 1933
and the provisions of Rule 478 of the Securities and Exchange
Commission promulgated thereunder, the Registrant has duly caused
this Post-Effective Amendment No. 1 to the Registration Statement
to be signed on its behalf by the undersigned, thereunto duly
authorized, in the County of Henrico, Commonwealth of Virginia,
on the 14th day of July, 1997.
REYNOLDS METALS COMPANY
By D. Michael Jones
D. Michael Jones
Senior Vice President and
General Counsel and one of its
Agents for Service named in the
Registration Statement
