<PAGE> 1
As filed with the Securities and Exchange Commission on November 13, 1997
Registration No. 33-80643
===============================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________
POST-EFFECTIVE AMENDMENT NO. 1
To
FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
_____________
BORDERS GROUP, INC.
(Exact name of Registrant as specified in its charter)
MICHIGAN 5942 38-3196915
(State or other jurisdiction (Primary Standard Industrial (I.R.S. Employer
of incorporation or Classification Code Number) Identification No.)
organization)
500 East Washington Street
Ann Arbor, Michigan 48104
(313) 913-1100
(Address, including zip code, and telephone number, including area code,
of registrant's principal executive offices)
THOMAS D. CARNEY, ESQ.
VICE PRESIDENT AND GENERAL COUNSEL
500 EAST WASHINGTON STREET
ANN ARBOR, MICHIGAN 48104
(313) 913-1977
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
With a copy to:
Verne C. Hampton II
Dickinson, Wright, Moon, VanDusen & Freeman
500 Woodward, Suite 4000
Detroit, Michigan 48226
(313) 223-3500
DEREGISTRATION OF SECURITIES
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------
Title of each class of Number initially Amount being Amount Sold by
securities to be deregistered registered deregistered Selling Shareholders
- --------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Common Stock 430,884 Shs. 142,343 Shs. 288,541 Shs.
- --------------------------------------------------------------------------------------------
</TABLE>
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DEREGISTRATION OF 142,343 SHARES OF COMMON STOCK
On December 19, 1995 Borders Group, Inc. (the "Company") filed with the
Securities and Exchange Commission, a Registration Statement (Registration
Statement No. 33-80643) on Form S-1 under the Securities Act of 1933, as
amended. Such Registration Statement related to up to 430,884 shares
of the Company's common stock, offered on behalf of or for the account of
certain Selling Shareholders named therein. As of November 1, 1997, 288,541
shares had been sold under the Registration Statement. As of November 1, 1997,
142,343 shares entitled to be sold under the Registration Statement were
unsold. Accordingly, the Company hereby deregisters 142,343 shares of common
stock previously registered under the Registration Statement that were unsold
as of November 1, 1997.
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended,
the Registrant has duly caused this Post-Effective Amendment to the
Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized in the City of Ann Arbor and State of Michigan on
the 12th day of November, 1997.
BORDERS GROUP, INC.
/s/ Robert F. DiRomualdo
-------------------------
Robert F. DiRomualdo
Chairman of the Board and
Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, as amended,
this Post-Effective Amendment to the Registration Statement has been signed
by the following persons in the capacities indicated on November 12, 1997.
Signature Title
/s/ Robert F. DiRomualdo Chairman of the Board, Chief Executive
- ------------------------ Officer and Director
Robert F. DiRomualdo
/s/ George R. MrKonic Vice Chairman of the Board and Director
- -------------------------- (Principal Financial and Accounting
George R. MrKonic Officer)
/s/ Peter R. Formanek Director
- --------------------------
Peter R. Formanek
/s/ Amy B. Lane Director
- --------------------------
Amy B. Lane
/s/ Victor L. Lund Director
- --------------------------
Victor L. Lund
/s/ Larry Pollock Director
- --------------------------
Larry Pollock
/s/ Leonard A. Schlesinger Director
- --------------------------
Leonard A. Schlesinger
