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As filed with the Securities and Exchange Commission on September 25, 1998
Registration No. 333-17519
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Post Effective Amendment No. 1
To
Form S-3
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
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S3 INCORPORATED
(Exact name of registrant as specified in its charter)
Delaware 77-0204341
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
2770 San Tomas Expressway
Santa Clara, California 95051
(408) 980-5400
(Address, including zip code, and telephone number, including
area code, of registrant's principal executive offices)
Terry N. Holdt
President and Chief Executive Officer
S3 INCORPORATED
2770 San Tomas Expressway
Santa Clara, California 95051
(408) 980-5400
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
Copies to:
JORGE DEL CALVO
STANTON D. WONG
KAREN A. DEMPSEY
PILLSBURY MADISON & SUTRO LLP
P.O. Box 7880
San Francisco, California 94120
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S3 Incorporated (the "Registrant") is filing this post effective amendment
to Registration Statement to withdraw from registration $4,550,000 in aggregate
principal amount of 5-3/4% Convertible Subordinated Notes due 2003 ("Notes")
issued under an Indenture, dated as of September 12, 1996, between the
Registrant and State Street Bank and Trust Company of California, N.A., as
Trustee and an indeterminate number of shares of the Registrant's $.0001 par
value common stock ("Shares") issuable upon conversion of such Notes. The
Registrant initially registered $103,500,000 in aggregate principal amount of
the Notes and an indeterminate number of Shares pursuant to this Registration
Statement on Form S-3 filed with the Securities and Exchange Commission on
December 9, 1996 and declared effective on February 7, 1997.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this post-effective amendment to its Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the city of Santa Clara on September 25, 1998.
S3 INCORPORATED
/s/ TERRY N. HOLDT
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Terry N. Holdt
President and
Chief Executive Officer
(Principal Executive Officer)
Pursuant to the requirements of the Securities Act of 1933, as amended,
this post-effective amendment to the Registration Statement has been signed by
the following persons in the capacities and on the date indicated:
<TABLE>
<CAPTION>
Signature Title Date
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<S> <C> <C>
/s/ TERRY N. HOLDT
- ---------------------------- President, Chief Executive Officer September 25, 1998
Terry N. Holdt (Principal Executive Officer) and
Director
/s/ WALTER D. AMARAL Senior Vice President and Chief Finan- September 25, 1998
- ---------------------------- cial Officer (Principal Financial
Walter D. Amaral Officer and Principal Accounting
Officer)
/s/ RONALD T. YARA Director September 25, 1998
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Ronald T. Yara
/s/ CARMELO J. SANTORO Director September 25, 1998
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Carmelo J. Santoro, Ph.D.
- ---------------------------- Director September __, 1998
John C. Colligan
/s/ ROBERT P. LEE Director September 25, 1998
- ----------------------------
Robert P. Lee, Ph.D.
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