-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, A6Jnq1siCe4WM2oReZ03MDQ4kWIIy8BCicIu3lrKzGH/TCAPYvj0nPhAgTAJMwbO B3cdQRkXdBQ0sawgL1CAoA== 0000703360-97-000018.txt : 19971105 0000703360-97-000018.hdr.sgml : 19971105 ACCESSION NUMBER: 0000703360-97-000018 CONFORMED SUBMISSION TYPE: S-8 POS PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19971104 EFFECTIVENESS DATE: 19971104 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: LSI LOGIC CORP CENTRAL INDEX KEY: 0000703360 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 942712976 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: S-8 POS SEC ACT: SEC FILE NUMBER: 333-12887 FILM NUMBER: 97707026 BUSINESS ADDRESS: STREET 1: 1551 MCCARTHY BLVD STREET 2: MS D 106 CITY: MILPITAS STATE: CA ZIP: 95035 BUSINESS PHONE: 4084334039 MAIL ADDRESS: STREET 1: 1551 MCCARTHY BLVD STREET 2: MS D 106 CITY: MILPITAS STATE: CA ZIP: 95035 S-8 POS 1 As filed with the Securities and Exchange Commission on November 3, 1997 Registration No. 33-_____ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______________ FORM S-8 POST EFFECTIVE AMENDMENT NUMBER ONE TO REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 _______________ LSI LOGIC CORPORATION (Exact name of issuer as specified in its charter) DELAWARE 94-2712976 (State of Incorporation) (I.R.S. Employer Identification No.) 1551 McCarthy Boulevard Milpitas, California 95035 (Address of Principal Executive Offices) LSI LOGIC CORPORATION 1991 EQUITY INCENTIVE PLAN AMENDED AND RESTATED LSI LOGIC CORPORATION INTERNATIONAL EMPLOYEE STOCK PURCHASE PLAN (Full title of the Plan) David E. Sanders Vice President, General Counsel LSI LOGIC CORPORATION 1551 McCarthy Boulevard, Milpitas, California 95035 (408) 433-8000 (Name, address and telephone number of agent for service) This Post-Effective Amendment Number One shall hereafter become effective in accordance with Rule 464 promulgated under the Securities Act of 1933 as amended. CALCULATION OF REGISTRATION FEE No additional registration fee is due because no additional shares are being registered. Part II INFORMATION REQUIRED IN THE REGISTRATION STATEMENT Item 4. Description of Securities. The class of securities to be offered is registered under Section 12 of the Securities Exchange Act of 1934, as amended. With respect to securities to be offered to employees of the LSI Logic Corporation (the "Company") or LSI Logic Israel Ltd., a subsidiary corporation of the Company, which are subject to the securities laws of the State of Israel, the following legend shall apply: "THE SECURITIES AUTHORITY OF THE STATE OF ISRAEL HAS EXEMPTED LSI LOGIC CORPORATION AND LSI LOGIC ISRAEL LTD. FROM THE REQUIREMENT UNDER ISRAELI LAW TO OBTAIN A PERMIT WITH REGARD TO THIS FORM S-8. NOTHING IN THE EXEMPTION GRANTED SHALL BE CONSTRUED AS AUTHENTICATING THE MATTERS CONTAINED IN THIS FORM S-8 OR AS AN APPROVAL OF THEIR RELIABILITY OR ACCURACY OR AN EXPRESSION OF AN OPINION AS TO THE QUALITY OF THE SECURITIES OFFERED HEREBY." SIGNATURES Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant, LSI Logic Corporation, a corporation organized and existing under the laws of the State of Delaware, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Post-Effective Amendment Number One to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Milpitas, State of California, on this 28 day of October, 1997. LSI LOGIC CORPORATION By: /s/ R. Douglas Norby R. Douglas Norby Executive Vice President, Finance and Chief Financial Officer Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment Number One to the Registration Statement has been signed by the following persons in the capacities and on this 28 day of October 1997. Signature Title /s/ Wilfred J. Corrigan Chief Executive Officer and (Wilfred J. Corrigan) Chairman of the Board of Directors (Principal Executive Officer) /s/ R. Douglas Norby Executive Vice President, Finance (R. Douglas Norby) and Chief Financial Officer (Principal Financial and Accounting Officer) T.Z. Chu* Director (T.Z. Chu) Malcolm R. Currie* Director (Malcolm R. Currie) James H. Keyes* Director (James H. Keyes) *By: /s/ Wilfred J. Corrigan, Attorney-in-fact EXHIBIT INDEX Exhibit Number Description 3.1 Amended and Restated Certificate of Incorporation of the Company filed September 20, 1997. (1) 4.1 International Employee Stock Purchase Plan. (2) 4.5 1991 Equity Incentive Plan Amended and Restated. (1) 5. Opinion of Counsel regarding legality of securities. (2) 5.1 Opinion of Counsel as to legality of securities. (1) 23.1 Consent of Independent Accountants. (1) 23.2 Consent of Independent Auditors. (2) 24.1 Power of Attorney. (1)(2) (1) Incorporated by reference to exhibits filed with the Company's Registration Statement on Form S-8 (No. 333-34285) which became effective on September 25, 1997 (2) Incorporated by reference to exhibits filed with the Company's Registration Statement on Form S-8 (No. 333-12887) which became effective on September 27, 1996 -----END PRIVACY-ENHANCED MESSAGE-----