intermecs82009.htm

As filed with the Securities and Exchange Commission on December 22, 2009

Registration No. 333-39003

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

INTERMEC, INC.

(Exact name of registrant as specified in its charter)

	Delaware		95-4647021
	(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification Number)

	6001 36th Avenue West Everett, Washington		98203-1264
	(Address of Principal Executive Offices)		(Zip Code)

INTERMEC, INC. EMPLOYEE STOCK PURCHASE PLAN

(FORMERLY, UNOVA, INC. EMPLOYEE STOCK PURCHASE PLAN)

(Full title of the plan)

Janis L. Harwell

Intermec, Inc.

6001 36th Avenue West

Everett, Washington 98203-1264

(Name and address of agent for service)

(425) 348-2600

(Telephone number, including area code, of agent for service)

Copy to:

J. Sue Morgan

Perkins Coie LLP

1201 Third Avenue, 48th Floor

Seattle, Washington 98101-3099

(206) 359-8000

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 ý				Accelerated filer o

Non-accelerated filer o				Smaller reporting company filer o
(Do not check if a smaller reporting company)

EXPLANATORY NOTE

Intermec, Inc. (the "Registrant") is filing this post-effective amendment to deregister certain of the securities originally registered pursuant to the Registration Statement on Form S-8 (File No. 333-39003), filed with the Securities and Exchange Commission on October 29, 1997 (the "Registration Statement") with respect to 5,000,000 shares of the Registrant's common stock, par value $0.01 per share (the "Common Stock"), registered for issuance under the Registrant's Employee Stock Purchase Plan (the "Prior ESPP").

On May 23, 2008, the Registrant's stockholders approved the Registrant's 2008 Employee Stock Purchase Plan (the "2008 ESPP"). The 2008 ESPP became effective July 1, 2008 and as of that date the Prior ESPP expired and no additional shares will be issued under that plan. Accordingly, the Registrant hereby deregisters 537,038 shares of the Registrant's Common Stock previously registered on the Registration Statement that have not been and will not be issued under the Prior ESPP.

Item 8. Exhibits.

Exhibit Number		Description of Document

24.1+		Power of Attorney (see signature page)

+	Filed herewith.

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 Everett, State of Washington, on December 22, 2009.

		Intermec, Inc.


		By: /s/ Robert J. Driessnack
		Name: Robert J. Driessnack
		Title: Senior Vice President and Chief Financial Officer

POWER OF ATTORNEY

Each person whose signature appears below constitutes and appoints Patrick J. Byrne, Janis L. Harwell and Mary Brodd, or any of them, as his or her attorneys-in-fact, with the power of substitution, for him or her in any and all capacities, to sign any amendments to the Registration Statement or to this Post-Effective Amendment No. 1 to the Registration Statement, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that said attorneys-in-fact, or their substitute or substitutes, may do or cause to be done by virtue hereof.

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 indicated below on December 22, 2009.

Signature		Title

/s/ Patrick J. Byrne		Chief Executive Officer, President and
Patrick J. Byrne		Director (Principal Executive Officer)

/s/ Robert J. Driessnack		Senior Vice President and Chief Financial Officer
Robert J. Driessnack		(Principal Financial Officer and Principal Accounting Officer)

/s/ Allen J. Lauer		Director and Chairman of the Board
Allen J. Lauer

/s/ Eric J. Draut		Director
Eric J. Draut

/s/ Gregory K. Hinckley		Director
Gregory K. Hinckley

/s/ Lydia H. Kennard		Director
Lydia H. Kennard

/s/ Stephen P. Reynolds		Director
Stephen P. Reynolds

/s/ Stephen B. Sample		Director
Stephen B. Sample

/s/ Oren G. Shaffer		Director
Oren G. Shaffer

/s/ Larry D. Yost		Director
Larry D. Yost

EXHIBIT INDEX

Exhibit Number		Description of Document

24.1+		Power of Attorney (see signature page)

+	Filed herewith.