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As filed with the Securities and Exchange Commission on August 10, 1998
Registration No. 33-13389-02
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 2
ON FORM S-8
TO FORM S-4
REGISTRATION STATEMENT
UNDER THE
SECURITIES ACT OF 1933
TRANSAMERICA CORPORATION
(Exact name of issuer as specified in its charter)
DELAWARE 94-0932740
(State or jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
600 MONTGOMERY STREET, SAN FRANCISCO, CALIFORNIA 94111
(Address of Principal Executive Offices)
FAIRMONT INSURANCE COMPANY 1980 STOCK OPTION PLAN,
FAIRMONT FINANCIAL, INC. EMPLOYEE STOCK OPTION PLAN (1983),
and
FAIRMONT FINANCIAL, INC. EMPLOYEE PERFORMANCE INCENTIVE STOCK OPTION PLAN (1985)
(Full Title of the Plans)
Shirley H. Buccieri, Esq.
Senior Vice President, General Counsel and Secretary
Transamerica Corporation
600 Montgomery Street, San Francisco, California 94111
(Name and address of agent for service)
Telephone number, including area code of agent for service:
(415) 983-4000
Copies to:
John E. Aguirre, Esq.
Orrick, Herrington & Sutcliffe LLP
Old Federal Reserve Bank Building
400 Sansome Street
San Francisco, California 94111
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DEREGISTRATION OF SHARES
The Registrant's Fairmont Insurance Company 1980 Stock Option Plan, Fairmont
Financial, Inc. Employee Stock Option Plan (1983) and Fairmont Financial, Inc.
Employee Performance Incentive Stock Option Plan (1985) (collectively, the
"Plans") have terminated. Accordingly, no further option grants will be made
under the Plans. This Post-Effective Amendment No. 2 on Form S-8 to the
Registrant's Registration Statement on Form S-4 (Commission File No. 33-13389-
02) is filed to deregister all shares previously registered via Post-Effective
Amendment No. 1 on Form S-8 to such Form S-4 that remain unsold.
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Signature
THE REGISTRANT
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 a Post-Effective Amendment on Form S-8 and has duly
caused this Post-Effective Amendment to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of San Francisco, State of
California on the 6th day of August, 1998.
TRANSAMERICA CORPORATION
(Registrant)
/s/ Burton E. Broome
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Burton E. Broome
Vice President and Controller
