As filed with the Securities and Exchange Commission on December 11, 1997.
Registration No. 333-00191
UNITED STATES
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
Pacific Telecom, Inc.
(Exact name of registrant as specified in its charter)
Washington 805 Broadway, P. O. Box 9901 91-0644974
(State or other Vancouver, Washington 98668-8701 (I.R.S. Employer
jurisdiction of (360) 905-5800 Identification
incorporation (Address, including zip code, and Number)
or organization) telephone number, including area
code, of registrant's principal
executive offices)
Harvey P. Perry Copy to:
Senior Vice President and Kenneth J. Najder
Assistant Secretary Jones, Walker, Waechter, Poitevent,
Pacific Telecom, Inc. Carrere & Denegre, L.L.P.
100 Century Park Drive 51st Floor
Monroe, Louisiana 71203 201 St. Charles Avenue
(318) 388-9500 New Orleans, Louisiana 70170-5100
(Name, address, including zip code, and (504) 582-8000
telephone number, including area code,
of agent for service)
APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC:
Not Applicable
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.
---
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
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, 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.
---
This Post-Effective amendment shall become effective in
accordance with Section 8(c) of the Securities Act of 1933 on such
date as the Commission, acting pursuant to Section 8(c), may
determine.
PACIFIC TELECOM, INC.
Explanation of Deregistration
Pacific Telecom, Inc. ("PTI"), a Washington corporation,
filed Registration Statement No. 333-00191 on Form S-3 on January 12,
1996 and Pre- Effective Amendment No. 1 thereto on January 18, 1996
(as amended, the "Registration Statement") to register an
aggregate principal amount of up to $200,000,000 of unsecured debt
securities of PTI consisting of notes, debentures or other evidences
of indebtedness (the "Debt Securities").
Since the effective date of the Registration Statement, PTI has
sold $133,499,000 of Debt Securities. In its Registration Statement,
PTI undertook to remove from registration by means of a
post-effective amendment any of the Debt Securities which remain
unsold at the termination of the Offering. PTI has determined not to
sell any of the remaining Debt Securities pursuant to the Registration
Statement. Therefore, PTI hereby deregisters $66,501,000 of its Debt
Securities which currently remain unsold.
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 the Registration
Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Monroe, State of Louisiana, on
December 11, 1997.
Pacific Telecom, Inc.
By: /s/ Glen F. Post, III
---------------------
Glen F. Post, III
Chairman of the Board
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 by the following persons in the capacities
and on the dates indicated.
Signature Title Date
/s/ Glen F. Post, III Chairman of the Board December 11, 1997
- ---------------------
Glen F. Post, III
/s/ Clarke M. Williams Director December 11, 1997
- ----------------------
Clarke M. Williams
/s/ R. Stewart Ewing, Jr. Director December 11, 1997
- -------------------------
R. Stewart Ewing, Jr.
/s/ Harvey P. Perry Director December 11, 1997
- -------------------
Harvey P. Perry
/s/ Charles E. Robinson Principal Executive Officer December 11, 1997
- -----------------------
Charles E. Robinson
/s/ Murray H. Greer Principal Accounting Officer December 11, 1997
- -------------------
Murray H. Greer