As filed with the Securities and Exchange Commission on April 16, 1999
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
KOHL'S CORPORATION
(Exact Name of Registrant as Specified in Charter)
Wisconsin 39-1630919
(State or other (I.R.S. Employer
jurisdiction Identification No.)
of incorporation
or organization)
N56 W17000 Ridgewood
Drive
Menomonee Falls,
Wisconsin 53051
(414) 703-7000
(Address, including zip code, and telephone number, including
area code, of registrant's principal executive offices)
William S. Kellogg
R. Lawrence Montgomery
N56 W17000 Ridgewood Drive
Menomonee Falls, Wisconsin 53051
(414) 703-7000
(Name, address, including zip code, and telephone
number, including area code, of agents for service)
Copies of all communications to:
Peter M. Sommerhauser Andrew R. Schleider
Godfrey & Kahn, S.C. Shearman & Sterling
780 North Water Street 599 Lexington Avenue
Milwaukee, Wisconsin New York, New York
53202 10022
(414) 273-3500 (414) 848-4000
<PAGE>
This Registration Statement on Form S-3 (Reg. No.
333-73257) (the "Registration Statement") is hereby
amended to reflect the withdrawal and deregistration of
639,600 shares of Common Stock (out of 4,903,600
shares) not sold on or before the date of this Post-
Effective Amendment No. 1 to the Registration
Statement. The shares were included in the
U.S. Underwriters' over-allotment option, which was not
exercised.
<PAGE>
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 this Post-Effective Amendment
to the Registration Statement on Form S-3 and has duly
caused this Post-Effective Amendment to Registration
Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of
Menomonee Falls, State of Wisconsin, on April 16, 1999.
KOHL'S CORPORATION
By: /s/ Arlene Meier
----------------
Arlene Meier
Executive Vice President and
Chief Financial Officer
Pursuant to the requirements of the Securities Act
of 1933, this Post-Effective Amendment to Registration
Statement has been signed by the following persons in
the capacities and on the date indicated:
/s/ William S. Kellogg *
- ---------------------- ------------
William S. Kellogg Jay H. Baker
Chairman and Director Director
* *
- ------------------------- -------------------------
John F. Herma R. Lawrence Montgomery
Chief Operating Officer Vice Chairman, Chief
and Director Executive Officer and
Director
* /s/ Arlene Meier
- ---------------------- -------------------------
Kevin Mansell Arlene Meier, Executive
President and Director Vice President and Chief
Financial Officer
(Principal Financial and
Accounting Officer)
- ---------------- -------------
James D. Ericson Frank V. Sica
Director Director
* *
- ------------- ---------------------
Herbert Simon Peter M. Sommerhauser
Director Director
*
- --------------
R. Elton White
Director
* Executed on April 16, 1999, pursuant to a power of attorney
previously filed.
/s/ William S. Kellogg
----------------------
William S. Kellogg
