AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 4, 1996
Registration No. 333-1346
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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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AMERICAN TELECASTING, INC.
(Exact name of registrant as specified in its charter)
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DELAWARE 4841 54-14869888
(State or other (Primary Standard Industrial (I.R.S. Employer
jurisdiction of Classification Code Number) Identification No.)
incorporation or
organization)
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5575 TECH CENTER DRIVE, SUITE 300
COLORADO SPRINGS, COLORADO 80919
(719) 260-5533
(Address, including zip code, and telephone number, including area code,
of registrant's principal executive offices)
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ROBERT D. HOSTETLER
PRESIDENT AND CHIEF EXECUTIVE OFFICER
AMERICAN TELECASTING, INC.
5575 TECH CENTER DRIVE, SUITE 300
COLORADO SPRINGS, COLORADO 80919
(719) 260-5533
(Name, address, including zip code, and telephone number, including
area code, of agent for service)
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Copies to:
ROBERT N. JENSEN, ESQ.
MCDERMOTT, WILL & EMERY
1850 K STREET, N.W.
WASHINGTON, D.C. 20006
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<PAGE>
DEREGISTRATION OF SHARES
Pursuant to this Post-Effective Amendment No. 1 to its Registration
Statement on Form S-3 ("Registration Statement"), American Telecasting, Inc.
(the "Registrant") deregisters 162,854 shares of its Common Stock, par value
$.01 per share, that were previously registered to permit resales of such
Common Stock by certain Selling Stockholders. The shares being deregistered
were not resold by the Selling Stockholders in the period during which the
Registrant agreed to keep the Registration Statement effective.
<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 on Form S-3 and has duly caused this Post-
Effective Amendment No. 1 to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Colorado Springs, State of Colorado,
on November 4, 1996.
AMERICAN TELECASTING, INC.
By: /s/ ROBERT D. HOSTETLER
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Robert D. Hostetler
President and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this Post-
Effective Amendment No. 1 has been signed on November 4, 1996 by the
following persons in the capacities indicated.
SIGNATURE TITLE
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/s/ DONALD R. DEPRIEST* Chairman of the Board and Director
- ---------------------------
Donald R. DePriest
/s/ ROBERT D. HOSTETLER President, Chief Executive Officer and
- --------------------------- Director (principal exeuctive officer)
Robert D. Hostetler
/s/ RICHARD F. SENEY* Vice Chairman of the Board, Secretary and
- --------------------------- Director
Richard F. Seney
/s/ DAVID K. SENTMAN Senior Vice President, Chief Financial Officer
- --------------------------- Treasurer (principal financial officer)
David K. Sentman
/s/ JOHN R. HAGER Controller (principal accounting officer)
- ---------------------------
John R. Hager
/s/ MITCHELL R. HAUSER* Director
- ---------------------------
Mitchell R. Hauser
/s/ JAMES S. QUARFORTH* Director
- ---------------------------
James S. Quarforth
/s/ CARL A. ROSBERG* Director
- ---------------------------
Carl A. Rosberg
- ---------------------------
*By Power of Attorney
/s/ ROBERT D. HOSTETLER
- ---------------------------
Robert D. Hostetler
(attorney-in-fact)
