S-8 POS 1 filingonea.txt STOCK PLAN FOR NON-EMPLOYEE DIRECTORS AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 23, 2008 Registration Statement No. 333-105363 _________________________________________________________________ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 __________________________ ANHEUSER-BUSCH COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware 43-1162835 (State or other jurisdiction (IRS Employer of incorporation or organization) Identification No.) One Busch Place St. Louis, Missouri 63118 (Address of principal executive offices) ______________________ ANHEUSER-BUSCH COMPANIES, INC. STOCK PLAN FOR NON-EMPLOYEE DIRECTORS (Full title of the plan) __________________________ JoBeth G. Brown, Esq. Copies to: Vice President and Secretary Geetha Rao Sant, Esq. Anheuser-Busch Companies, Inc. The Stolar Partnership LLP One Busch Place 911 Washington Avenue, 7th Fl St. Louis, Missouri 63118 St. Louis, Missouri 63101 (Name and address of agent for service) (314) 577-3314 (Telephone number, including area code, of agent for service) Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. Large Accelerated Filer [X] Accelerated Filer [ ] Non-Accelerated Filer [ ] Smaller reporting company [ ] (Do not check if a smaller reporting company) EXPLANATORY STATEMENT Anheuser-Busch Companies, Inc. (the "Registrant") is filing this Post-Effective Amendment No. 1 to Registration Statement on Form S-8 to deregister certain securities previously registered for issuance under the Anheuser-Busch Companies, Inc. Stock Plan for Non-Employee Directors (the "1999 Plan") by the Registrant pursuant to its Registration Statement on Form S-8 (Registration No. 333-105363), which was filed with the Securities and Exchange Commission (the "Commission") on May 19, 2003 (the "2003 Registration Statement"). On April 23, 2008, the shareholders of the Registrant approved the Anheuser-Busch Companies, Inc. 2008 Long-Term Equity Incentive Plan for Non-Employee Directors (the "2008 Plan"), and, in connection therewith, no further awards will be made under the 1999 Plan. Accordingly, the Registrant hereby withdraws from registration under the 2003 Registration Statement the 24,000 shares of the Registrant's common stock that have not been and will not be issued under the 1999 Plan, but which will instead be available for issuance under the 2008 Plan. A registration statement on Form S-8 with respect to the 2008 Plan is being filed with the Commission concurrently with this Post-Effective Amendment No. 1. The 2003 Registration Statement shall remain in effect for purposes of shares to be issued pursuant to outstanding stock options granted under the 1999 Plan. SIGNATURES 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 the requirements for filing on Form S-8 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 St. Louis, State of Missouri, on April 23, 2008. ANHEUSER-BUSCH COMPANIES, INC. By: /S/ JOBETH G. BROWN JoBeth G. Brown, Vice President and Secretary Pursuant to the requirements of the Securities Act of 1933, 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: Signature Title Date AUGUST A. BUSCH IV* President and April 23, 2008 (August A. Busch IV) Chief Executive Officer and Director (Principal Executive Officer) W. RANDOLPH BAKER* Vice President and April 23, 2008 (W. Randolph Baker) Chief Financial Officer (Principal Financial Officer) JOHN F. KELLY* Vice President April 23, 2008 (John F. Kelly) and Controller (Principal Accounting Officer) AUGUST A. BUSCH III* Director April 23, 2008 (August A. Busch III) CARLOS FERNANDEZ G.* Director April 23, 2008 (Carlos Fernandez G.) JAMES J. FORESE* Director April 23, 2008 (James J. Forese) JAMES R. JONES* Director April 23, 2008 (James R. Jones) VERNON R. LOUCKS, JR.* Director April 23, 2008 (Vernon R. Loucks, Jr.) VILMA S. MARTINEZ* Director April 23, 2008 (Vilma S. Martinez) ______________________ Director April 23, 2008 (William Porter Payne) JOYCE M. ROCHE'* Director April 23, 2008 (Joyce M. Roche') HENRY HUGH SHELTON* Director April 23, 2008 (Henry Hugh Shelton) PATRICK T. STOKES* Director April 23, 2008 (Patrick T. Stokes) ______________________ Director April 23, 2008 (Andrew C. Taylor) ______________________ Director April 23, 2008 (Douglas A. Warner III) EDWARD E/ WHITACRE, JR.* Director April 23, 2008 (Edward E. Whitacre, Jr.) * By: /S/ JOBETH G. BROWN JoBeth G. Brown Attorney-in-Fact EXHIBIT INDEX Exhibit 24.1 Power of Attorney executed by certain directors and officers of the Registrant.