As filed with the Securities and Exchange Commission on April 5, 2011
Registration No. 333-56323
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 2
TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
QWEST COMMUNICATIONS INTERNATIONAL INC.
(Exact name of registrant as specified in its charter)
Delaware |
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84-1339282 |
(State or other jurisdiction |
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(I.R.S. Employer Identification No.) |
1801 California Street, Denver, Colorado |
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80202 |
(Address of Principal Executive Offices) |
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(Zip Code) |
QWEST OPTION PLAN FOR CERTAIN LCI EMPLOYEES
(Full title of the plan)
Stacey W. Goff
Executive Vice President, General Counsel and Assistant Secretary
c/o CenturyLink, Inc.
100 CenturyLink Drive
Monroe, Louisiana 71203
(318) 388-9500
(Name, address and 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. (Check one):
Large accelerated filer x |
Accelerated filer o |
Non-accelerated filer o |
Smaller reporting company o |
EXPLANATORY NOTE
Qwest Communications International Inc. (Qwest) filed a Registration Statement on Form S-8 on June 8, 1998, Registration No. 333-56323 (the Registration Statement), to register 15,243,587 shares of Qwests common stock, $0.01 par value per share (the Common Stock), issuable under the Qwest Option Plan for Certain LCI Employees (the Plan). On May 24, 1999, Qwest effected a two-for-one Common Stock split, thereby increasing the number of shares registered for issuance under the Plan to 30,487,174. The Plan is no longer in existence, and all unexercised options granted under the Plan have expired. In accordance with the undertaking in the Registration Statement, Qwest is filing this Post-Effective Amendment No. 2 to terminate the effectiveness of the Registration Statement and remove from registration all shares of Common Stock that remain unissued and unsold under the Registration Statement (1,476,245 shares).
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, 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 registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Monroe, State of Louisiana, on April 5, 2011.
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QWEST COMMUNICATIONS INTERNATIONAL INC. | |
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By: |
/s/ Stacey W. Goff |
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Stacey W. Goff |
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Executive Vice President, General Counsel and |
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Assistant Secretary |