<PAGE> 1
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON OCTOBER 11, 2000
REGISTRATION NO. 333-47446
================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-----------------
AMENDMENT No. 1
TO
FORM S-3
REGISTRATION STATEMENT
under
THE SECURITIES ACT OF 1933
-----------------
FGIC SECURITIES PURCHASE, INC.
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE 13-36333082
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR IDENTIFICATION NUMBER)
ORGANIZATION)
115 BROADWAY
NEW YORK, NEW YORK 10006
(212) 312-2000
(ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE
NUMBER, INCLUDING AREA CODE, OF REGISTRANT'S
PRINCIPAL EXECUTIVE OFFICES)
Ann C. Stern
FGIC SECURITIES PURCHASE, INC.
115 Broadway
New York, New York 10006
(212) 312-3000
(Name, address including zip code, and telephone number,
including area code, of agent for service)
Copy to:
JOHN W. VAN COTT, ESQ.
ORRICK, HERRINGTON & SUTCLIFFE LLP
400 SANSOME STREET
SAN FRANCISCO, CALIFORNIA 94111
-----------------
APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC: From time
to time after the effective date of this Registration as determined by market
conditions.
-----------------
If the only securities being registered on this form are being offered
pursuant to dividend or interest reinvestment plans, please check the following
box. / /
If any of the securities being registered on this form are to be offered on
a delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, other than securities being offered only in connection with dividend or
interest reinvestment plans, check the following box. |X|
This Registration Statement also covers Liquidity Facility Obligations
issued in connection with any remarketing of Securities purchased by the
Registrant or its affiliates.
CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
====================================================================================================================
PROPOSED PROPOSED
MAXIMUM MAXIMUM AMOUNT OF
TITLE OF EACH CLASS OF AMOUNT TO BE AGGREGATE AGGREGATE REGISTRATION
SECURITIES TO BE REGISTERED REGISTERED PER UNIT* OFFERING PRICE* FEE**
--------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Liquidity Facility $1,000,000,000 100% $1,000,000,000 $264,000
Obligations
====================================================================================================================
</TABLE>
* Estimated solely for the purpose of determining the registration fee.
** Previously paid
-----------------
The Registrant hereby amends this Registration Statement on such date or
dates as may be necessary to delay its effective date until the Registrant shall
file a further amendment which specifically states that this Registration
Statement shall thereafter become effective in accordance with Section 8(a) of
the Securities Act of 1933 or until this Registration Statement shall become
effective on such date as the Commission, acting pursuant to said Section 8(a),
may determine.
2
<PAGE> 2
ITEM 16. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
<TABLE>
<CAPTION>
Item 601 of
Regulation S-K
Exhibit Reference
Number
------------------------
<S> <C>
4.1 -- Proposed Form of Standby Bond Purchase Agreement (Municipal
Issuer).
4.2 -- Proposed Form of Standby Bond Purchase Agreement (Third Party
Conduit Beneficiary).
5 -- Opinion of Orrick, Herrington & Sutcliffe LLP re: legality of
securities.
10.1 -- Proposed Form of Standby Loan Agreement between the Company
and a Standby Lender.
24 -- Consents of experts and counsel:
(a) Consent of KPMG LLP
(b) Consent of Orrick, Herrington & Sutcliffe LLP
(included in Exhibit 5).
25 -- Power of Attorney (included in Registration Statement at
page II-5)*
</TABLE>
* Previously filed
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-3 (including the security rating requirement
which the Registrant reasonably believes will be met by the time of sale) and
has duly caused this Registration Statement to be signed on its behalf by the
undersigned thereto duly authorized, in The City of New York, State of New York,
as of October 11, 2000.
FGIC SECURITIES PURCHASE, INC.
By: /s/ A. EDWARD TURI, III
---------------------------
A. Edward Turi, III
Director, Vice-President,
Secretary and Assistant Treasurer
5
<PAGE> 4
EXHIBIT INDEX
<TABLE>
<S> <C>
4.1 -- Proposed Form of Standby Bond Purchase Agreement (Municipal
Issuer).
4.2 -- Proposed Form of Standby Bond Purchase Agreement (Third Party
Conduit Beneficiary).
5 -- Opinion of Orrick, Herrington & Sutcliffe LLP re legality of
securities.
10.1 -- Proposed Form of Standby Loan Agreement between the Company
and a Standby Lender.
24 -- Consents of experts and counsel:
(a) Consent of KPMG LLP
(b) Consent of Orrick, Herrington & Sutcliffe LLP
(included in Exhibit 5).
25 -- Power of Attorney (included in Registration Statement at
page II-5).*
</TABLE>
* Previously filed
