As filed with the Securities and Exchange Commission on August 3, 1999
Registration No. 333-62505
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO THE FORM S-3
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
U.S. Wireless Corporation
(Exact name of Registrant as specified in Charter)
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Delaware 4812 13-3704059
(State of (Primary standard industrial I.R.S. employer
Incorporation) classification code) identification No.
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2303 Camino Ramon
San Ramon, California 94583
(Address and telephone number of Principal Offices)
Dr. Oliver Hilsenrath, Chief Executive Officer
2303 Camino Ramon
San Ramon, California 94583
(925) 327-6200
(Name, Address and Telephone Number of Agent for Service)
Approximate date of commencement of proposed sale to the public: As soon as
practicable after this Registration Statement becomes effective.
If any of the securities being registered on this Form are being offered
pursuant to dividend or interest reinvestment plans, check the following box: [
]
If any of the securities being registered on this Form S-3 are to be
offered on a delayed or continuous basis pursuant to Rule 415 under the
Securities Act of 1933, other than securities offered only in connection with
dividend or interest reinvestment plans, check the following box: [X]
If this Form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list the Securities Act registration number of the earlier effective
registration statement for the same offering. [ ]
If this Form is a post-effective amendment filed pursuant to Rule 462(c)
under the Securities Act, please check the following box and list the Securities
Act registration number of the earlier effective registration statement for the
same offering. [ ]
If delivery of a prospectus is expected to be made pursuant to Rule 434,
please check the following box. [ ]
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U.S. Wireless Corporation (the "Company") filed a Registration Statement on
Form S-3 dated October 29, 1998, registering the sale of 3,761,839 shares (the
"Shares") of common stock, par value $.01 per share (the "Common Stock"), of
which 338,982 shares are issuable upon the conversion of 50,000 shares of the
Company's Series A Preferred Stock and 220,000 shares are issuable upon the
exercise of options granted to the Company's placement agent. To date 1,610,947
shares of Common Stock have been resold. The Company hereby requests the
deregisteration of the resale of 2,150,892 shares of Common Stock, of which
338,982 shares are issuable upon the conversion of the Company's Series A
Preferred Stock and 220,000 shares are issuable upon the exercise of options.
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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-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized in San Ramon, CA on the 30th day of July, 1999.
U.S. Wireless Corporation
By: \s\ Dr. Oliver Hilsenrath
Dr. Oliver Hilsenrath
Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.
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\s\ Dr. Oliver Hilsenrath Chief Executive Officer 07/30/99
Dr. Oliver Hilsenrath President and director Date
\s\ Dennis Francis Director 07/30/99
Dennis Francis Date
\s\ Barry West Director 07/30/99
Barry West Dat
\s\ David Tamir Director 07/30/99
David Tamir Date
\s\ Irwin Gross Director 07/30/99
Irwin Gross Date
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