0000771950-13-000016.txt : 20130128 0000771950-13-000016.hdr.sgml : 20130128 20130128082847 ACCESSION NUMBER: 0000771950-13-000016 CONFORMED SUBMISSION TYPE: S-8 POS PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20130125 DATE AS OF CHANGE: 20130128 EFFECTIVENESS DATE: 20130125 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DIAL GLOBAL, INC. /DE/ CENTRAL INDEX KEY: 0000771950 STANDARD INDUSTRIAL CLASSIFICATION: RADIO BROADCASTING STATIONS [4832] IRS NUMBER: 953980449 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: S-8 POS SEC ACT: 1933 Act SEC FILE NUMBER: 333-68785 FILM NUMBER: 13550162 BUSINESS ADDRESS: STREET 1: 220 WEST 42ND STREET CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-967-2888 MAIL ADDRESS: STREET 1: 220 WEST 42ND STREET CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: WESTWOOD ONE INC /DE/ DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: WESTWOOD ONE DELAWARE INC /CA/ DATE OF NAME CHANGE: 19860408 S-8 POS 1 forms-81989sic.htm S-8 POS Form S-8 1989 SIC


As filed with the Securities and Exchange Commission on January 25, 2013
Registration Nos. 333-68785
_______________________________________________________________________________
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

DIAL GLOBAL, INC.
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE
(State or Other Jurisdiction of Incorporation or Organization)
95-3980449
(I.R.S. Employee Identification Number)

220 West 42nd Street
New York, NY 10036
(212) 967-2888
(Address, Including Zip Code, and Telephone Number, Including Area Code,
of Registrant's Principal Executive Offices)

1989 Stock Incentive Plan
(Full Title of Plan)
______________________________

Spencer Brown
Principal Executive Officer
220 West 42nd Street
New York, NY 10036
(212) 967-2888
(Name, Address, Including Zip Code, and Telephone Number, Including
Area Code, or 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 o
Accelerated filer o
Non accelerated filer o
(Do not check if a smaller
reporting company)
Smaller reporting company ý





DEREGISTRATION OF SECURITIES
This Post-Effective Amendment No. 1 relates to the Registration Statement on Form S-8 (Registration No. 333-68785) filed by Dial Global, Inc. (the “Company”), which was formerly known as Westwood One, Inc., on December 11, 1998 (the “Registration Statement”). The Registration Statement registered 4,000,000 shares of the Common Stock authorized for issuance pursuant to the potential exercise of stock options issued under the 1989 Stock Incentive Plan (the “Plan”).
This post-effective amendment hereby terminates the Registration Statement and removes from registration any securities registered thereby which remain unsold as of the date hereof.






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-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 New York, state of New York, on this 25th day of January, 2013.





Dial Global, Inc.


By:/s/ Spencer Brown
 
Name: Spencer Brown
Title: Principal Executive Officer and Director

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities and on the date indicated.

Signature
 
Title
 
Date
/s/ Neal A. Schore
 
Chairman of the Board
 
January 25, 2013
/s/ Spencer Brown
 
Principal Executive Officer and Director
 
January 25, 2013
/s/ Jean B. Clifton
 
Principal Financial Officer and Principal Accounting Officer
 
January 25, 2013
/s/ Andrew Salter
 
Vice Chairman of the Board
 
January 25, 2013
/s/ B. James Ford
 
Director
 
January 25, 2013
/s/ Jonathan I. Gimbel
 
Director
 
January 25, 2013
/s/ Jules Haimovitz
 
Director
 
January 25, 2013
/s/ H. Melvin Ming
 
Director
 
January 25, 2013
/s/ Peter E. Murphy
 
Director
 
January 25, 2013
/s/ Mark R. Stone
 
Director
 
January 25, 2013