<PAGE>
As filed with the Securities and Exchange Commission on October 12, 1999
Registration No. 333-60577
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________
POST-EFFECTIVE AMENDMENT NO. 1
To
Form S-3
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
_____________
VISIO CORPORATION
(Exact name of registrant as specified in its charter)
Washington 91-1448389
(State or other jurisdiction of incorporation (I.R.S. Employer Identification
or organization) Number)
2211 Elliott Avenue
Seattle, Washington 98121-1691
(206) 956-6000
(Address, including zip code, and telephone number, including area code, of
registrant's principal executive offices)
Jeremy A. Jaech
President and Chief Executive Officer
Visio Corporation
2211 Elliott Avenue
Seattle, Washington 98121-1691
(206) 956-6000
(Name, address, including zip code, and telephone number, including area code,
of agent for service)
_____________
Copies of all communications should be sent to:
Scott L. Gelband
Perkins Coie LLP
1201 Third Avenue, 40/th/ Floor
Seattle, Washington 98101-3099
(206) 583-8888
_____________
Approximate date of commencement of proposed sale to the public:
This post-effective amendment deregisters those shares of common stock
that remain unsold hereunder as of the date hereof
If the only securities being registered on this Form are being offered
pursuant to dividend or interest reinvestment plans, please check the following
box.[_]
If any of the securities being registered on this Form 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 of 1933, please check the
following box and list the Securities Act registration statement 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 of 1933, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering.[_] __________
If delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box.[_]
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DEREGISTRATION OF SECURITIES
On August 4, 1998, Visio Corporation filed a registration statement on Form
S-3 (No. 333-60577) (the "Form S-3") which registered 451,477 shares of its
common stock for resale from time to time. The Form S-3 was declared effective
by the Commission on September 16, 1998.
This Post-Effective Amendment No. 1 to the Form S-3 deregisters all of the
321,266 shares of common stock that remain unsold hereunder as of the date
hereof.
[The remainder of this page is intentionally left blank.]
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, 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 the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Seattle,
State of Washington on October 11, 1999.
VISIO CORPORATION
By: /s/ Jeremy A. Jaech
--------------------------------------
Jeremy A. Jaech
President and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, as amended,
this Post-Effective Amendment No. 1 to the Registration Statement has been
signed below by the following persons in the capacities and on the dates
indicated.
<TABLE>
<CAPTION>
Signature Title Date
--------- ----- ----
<S> <C> <C>
/s/ Jeremy A. Jaech President, Chief Executive Officer and October 11, 1999
- -------------------------------
Jeremy A. Jaech Chairman of the Board
(Principal Executive Officer)
*Steve M. Gordon Chief Financial Officer and October 11, 1999
- -------------------------------
Steve M. Gordon Senior Vice President, Finance and
Administration (Principal Financial and
Accounting Officer)
*Theodore C. Johnson Executive Vice President, Chief Technical October 11, 1999
- -------------------------------
Theodore C. Johnson Officer and Director
*Tom A. Alberg Director October 11, 1999
- -------------------------------
Tom A. Alberg
*Thomas H. Byers Director October 11, 1999
- -------------------------------
Thomas H. Byers
*John R. Johnston Director October 11, 1999
- -------------------------------
John R. Johnston
*Douglas J. Mackenzie Director October 11, 1999
- -------------------------------
Douglas J. Mackenzie
- ------------------------------- Director
Robert McDowell
*Scott Oki Director October 11, 1999
- -------------------------------
Scott Oki
*By: /s/ Jeremy A. Jaech October 11, 1999
- -------------------------------
Jeremy A. Jaech
Attorney-in-Fact
</TABLE>
