-----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, SYEqfPb4p42jh2WWvHz5//lJi/YorNqrsr6Ljp6rN9QifxNZhKqcSES1pBuPw5ox sIeVHEvBK4qh4M9RldPDrw== 0000950129-96-003192.txt : 19961202 0000950129-96-003192.hdr.sgml : 19961202 ACCESSION NUMBER: 0000950129-96-003192 CONFORMED SUBMISSION TYPE: POS AM PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19961126 SROS: CSE SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: HOUSTON INDUSTRIES INC CENTRAL INDEX KEY: 0000202131 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 741885573 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: POS AM SEC ACT: 1933 Act SEC FILE NUMBER: 033-55445 FILM NUMBER: 96672892 BUSINESS ADDRESS: STREET 1: 4400 POST OAK PKWY STREET 2: 5 POST OAK PK CITY: HOUSTON STATE: TX ZIP: 77027 BUSINESS PHONE: 7136293000 MAIL ADDRESS: STREET 1: P O BOX 4567 CITY: HOUSTON STATE: TX ZIP: 77210 POS AM 1 HOUSTON INDUSTRIES INC. - POST EFF. AMEND. #1/S-3 1 As filed with the Securities and Exchange Commission on November 26, 1996 REGISTRATION NO. 33-55445 ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 _______________________ POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 _______________________ HOUSTON INDUSTRIES INCORPORATED (Exact name of registrant as specified in its charter) TEXAS 74-1885573 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1111 LOUISIANA HOUSTON, TEXAS 77002 (713) 207-3000 (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) _______________________ STEPHEN W. NAEVE SENIOR VICE PRESIDENT AND CHIEF FINANCIAL OFFICER HOUSTON INDUSTRIES INCORPORATED 1111 LOUISIANA HOUSTON, TEXAS 77002 (713) 207-3000 (Name, address, including zip code, and telephone number, including area code, of agent for service) ================================================================================ 2 DEREGISTRATION OF SECURITIES The Registrant hereby amends the Registration Statement on Form S-3 (Registration No. 33-55445) (the "Registration Statement") to deregister 1,175,292 shares of its common stock, without par value, (and associated preference stock rights) registered pursuant to the Registration Statement. 2 3 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-3 and has duly caused this Post-Effective Amendment to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Houston, State of Texas, on November 26, 1996. HOUSTON INDUSTRIES INCORPORATED *DON D. JORDAN (Chairman, Chief Executive Officer and President) Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment has been signed by the following persons in the capacities and on the date indicated.
Signature Title Date --------- ----- ---- *DON D. JORDAN Chairman, Chief Executive November 26, 1996 Officer, President and Director (Principal Executive Officer) /s/ Stephen W. Naeve Senior Vice President and November 26,1996 - ------------------------------------ Chief Financial Officer (Stephen W. Naeve) (Principal Financial Officer) /s/ Mary P. Ricciardello Vice President and November 26, 1996 - ------------------------------------ Comptroller (Mary P. Ricciardello) (Principal Accounting Officer) * MILTON CARROLL, JOHN T. CATER, ROBERT J. CRUIKSHANK, LINNET F. DEILY, HOWARD W. Directors HORNE, ALEXANDER F. SCHILT, JACK T. TROTTER, BERTRAM WOLFE * By /s/ Hugh Rice Kelly ------------------------------- November 26, 1996 (Hugh Rice Kelly, Attorney-in-Fact)
3 4 [letterhead of Houston Industries Incorporated] November 26, 1996 Mr. H. Roger Schwall, Assistant Director Securities and Exchange Commission Division of Corporation Finance Mail Stop 7-5 Judiciary Plaza 450 Fifth Street, N.W. Washington, D.C. 20549 Re: Houston Industries Incorporated (CIK # 0000202131) Post-Effective Amendment No. 1 to Registration Statement on Form S-3 (Registration No. 33-55445) Dear Mr. Schwall: Houston Industries Incorporated (the "Company") transmits for filing under the Securities Act of 1933, as amended (the "Act"), one copy of Post-Effective Amendment No. 1 ("Post-Effective Amendment No. 1") to the Company's Registration Statement on Form S-3 (Registration No. 33-55445) (the "Registration Statement"). The filing of Post- Effective Amendment No. 1 has been effected through the Commission's EDGAR electronic filing system. Post-Effective Amendment No. 1 is being filed to deregister the shares of common stock of the Company registered pursuant to the terms of a Registration Agreement dated as of July 31, 1994 (the "Registration Agreement") entered into in connection with the acquisition of Amzak Cable, Midwest, Inc., a Texas corporation, Nortel Cable Corporation, a Minnesota corporation, and Countryside Investments, Inc., a Delaware corporation. The Company's obligation under the Registration Agreement to maintain the registration expired on July 31, 1996. There are no exhibits to Post-Effective Amendment No. 1. Pursuant to Rule 461 promulgated under the Act, the Company hereby requests that the effective date of Post-Effective Amendment No. 1 be accelerated so that it may become effective on December 2, 1996, or as soon thereafter as practicable. 5 Securities and Exchange Commission -2- November 26, 1996 Please direct any inquiries you may have regarding Post-Effective Amendment No. 1 to Janet Vaughan Robertson of the Company at 713/207-5732. Very truly yours, HOUSTON INDUSTRIES INCORPORATED By /s/ Stephen W. Naeve ----------------------------------- Stephen W. Naeve Senior Vice President and Chief Financial Officer cc: Janet Vaughan Robertson -----END PRIVACY-ENHANCED MESSAGE-----