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As filed with the Securities and Exchange Commission on October 10, 2000
REGISTRATION NO. 33-89868
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 3
TO
FORM S-8
REGISTRATION STATEMENT UNDER THE
SECURITIES ACT OF 1933
VIASOFT, INC.
(Exact name of registrant as specified in its charter)
Delaware 94-2892506
(State or other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
4343 East Camelback Road, Phoenix, Arizona 85018
(Address of Principal Executive Offices) (Zip Code)
Viasoft, Inc. 1994 Equity Incentive Plan
(Full Title of the Plan)
Kristine Kennedy Rieger, Esq.
Senior Vice President, Secretary and General Counsel
Viasoft, Inc.
1333 Third Avenue South
Naples, Florida 34102
(Name and Address of Agent For Service)
941-435-3615
(Telephone Number, Including Area Code, of Agent for Service)
Please send copies of all communications to:
Robert E. McLaughlin, Esq.
Steptoe & Johnson LLP
1330 Connecticut Avenue, NW
Washington, D.C. 20036
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EXPLANATORY NOTE
Pursuant to Registration Statement No. 33-89868 (the "Registration
Statement"), Viasoft, Inc., a Delaware corporation (the "Registrant") registered
shares of its common stock, par value $0.001 per share ("Common Stock") for
offer and issuance under the Viasoft, Inc. 1994 Equity Incentive Plan (the
"Plan").
Pursuant to Rule 478(a)(4) under the Securities Act of 1933, as
amended, and the Registrant's undertaking contained in the Registration
Statement, the Registrant hereby removes from registration the shares of Common
Stock that were originally registered hereunder and have not been issued under
the Plan as of the date hereof. The Plan, pursuant to which these shares of
Common Stock would have been issued, has either expired by its terms or been
terminated and no additional shares may be issued or sold under such Plan.
SIGNATURE
Pursuant to the requirements of the Securities Act of 1933, as amended,
the Registrant has duly caused this Post-Effective Amendment No. 3 to its
Registration Statement on Form S-8 to be signed on its behalf by the
undersigned, thereunto duly authorized, in the city of Naples, state of Florida,
on October 10, 2000.
VIASOFT, INC.
By: /s/ Arthur L. Allen
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Arthur L. Allen
President and Chief
Executive Officer
