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As filed with the Securities and Exchange Commission on September 22, 2000
Registration No. 33-61564
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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POST-EFFECTIVE AMENDMENT NO. 2 TO
FORM S-8
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
TIG HOLDINGS, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 94-3172455
(State or Other Jurisdiction (Employer
of Incorporation or Organization) Identification Number)
5205 N. O'CONNOR BOULEVARD
IRVING, TEXAS 75039
(ADdress of Principal Executive Offices)
TIG HOLDINGS, INC.
1993 LONG-TERM INCENTIVE PLAN
TIG HOLDINGS, INC.
1996 LONG-TERM INCENTIVE PLAN
TIG HOLDINGS, INC.
1996 NON-EMPLOYEE DIRECTORS COMPENSATION PROGRAM
TIG HOLDINGS, INC.
SEPTEMBER 1996 CONSULTANT STOCK OPTION AGREEMENT
(Full Title of the Plan)
MR. WILLIAM H. HUFF, III
SENIOR VICE PRESIDENT AND SECRETARY
TIG HOLDINGS, INC.
5205 N. O'CONNOR BOULEVARD
IRVING, TEXAS 75039
(Name and Address of Agent for Service)
(972) 831-5000
(Telephone Number, Including Area Code, of Agent for Service)
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Copies to:
DAVID I. SCHILLER, ESQ.
GIBSON, DUNN & CRUTCHER LLP
1717 MAIN STREET, SUITE 5400
DALLAS, TX 75201
(214) 698-3100
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This Registration Statement consists of __ sequentially numbered pages, and the
Exhibit Index appears at page __
i
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NOTE
The purpose of this Post-Effective Amendment No. 2 is to terminate the
registration statement and deregister and withdraw all securities previously
registered under the TIG Holdings, Inc. 1993 Long-Term Incentive Plan, TIG
Holdings, Inc. 1996 Long-Term Incentive Plan, TIG Holdings, Inc. 1996
Non-Employee Directors Compensation Program and TIG Holdings, Inc. September
1996 Consultant Stock Option Agreement which remain unsold as of the date
hereof.
PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
ITEM 8. EXHIBITS.
Unless otherwise indicated below as being incorporated by reference to
another filing of the Company with the Commission, each of the following
exhibits is filed herewith:
24.1 Power of Attorney, included on Signature Page.
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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 the
requirements for filing on Form S-8 and has duly caused this Post-Effective
Amendment No. 2 to the original Registration Statement to be signed on its
behalf by the undersigned, there-unto duly authorized, in the City of Irving,
State of Texas, on this 30th day of July, 1999.
TIG HOLDINGS, INC.
By: /s/ W. H. Huff
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Name: William H. Huff, III
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Title: Senior Vice President and General Counsel
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Each person whose signature appears below constitutes and appoints William
H. Huff, III, his true and lawful attorney-in-fact, each with full power of
substitution and resubstitution, severally, for him and in his name, place and
stead, in any and all capacities, to sign any and all amendments (including
post-effective amendments) to the Registration Statement amended by this filing,
and to file the same, with all exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission, granting unto
said attorney-in-fact and agent full power and authority to do and perform each
and every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as he might or could do in
person, hereby ratifying and confirming all that said attorney-in-fact and
agent, or his substitute or substitutes, may lawfully do or cause to be done by
virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed by the following persons in the capacities and on the
dates indicated.
<TABLE>
<CAPTION>
Signature Title Date
--------- ----- ----
<S> <C> <C>
/s/ V. P. Watsa Director July 30, 1999
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Prem Watsa
/s/ B. P. Martin Director July 30, 1999
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Bradley P. Martin
/s/ E. P. Salsberg Director July 30, 1999
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Eric P. Salsberg
</TABLE>
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EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
<S> <C>
24.1 Power of Attorney (included on signature page)
</TABLE>
