S-8 POS 1 postammd.txt 1997 INCENTIVE STOCK OPTION PLAN AMMENDMENT 2 As filed with the Securities and Exchange Commission on August 27, 2002. Registration No. 333-35887 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 Mylan Laboratories Inc. (Exact Name of Issuer as specified in its charter) Pennsylvania 25-1211621 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 1030 Century Building 130 Seventh Street 15222 Pittsburgh, Pennsylvania (Zip Code) (Address of principal executive offices) Mylan Laboratories Inc. 1997 Incentive Stock Option Plan (Full Title of Plan) Milan Puskar Chairman and Chief Executive Officer 1030 Century Building 130 Seventh Street Pittsburgh, Pennsylvania 15222 (Name and address of agent for service) (412) 232-0100 (Telephone number, including area code, of agent for service) Copy to: Bruce D. Knapp, Esquire DKW Law Group, PC 58th Floor, US Steel Building 600 Grant Street Pittsburgh, Pennsylvania 15219 This Post Effective Amendment No. 2 to the Registration Statements shall become effective upon filing in accordance with Rule 464 under the Securities Act of 1933, as amended (the "Securities Act"). This Post-Effective Amendment No. 2 to the Registration Statements is being filed with the Securities Exchange Commission (the "SEC") pursuant to Rule 464 under the Securities Act, and includes the registration statement facing page, this page and the following page. EXPLANATORY NOTE (New Class of Eligible Participants) On September 18, 1997, Mylan Laboratories Inc. (the "Company") registered 10,000,000 shares of common stock for issuance under the Mylan Laboratories Inc. 1997 Incentive Stock Option Plan (the "Plan") on a Form S-8 registration statement filed with the SEC under File No. 333-35887. A Post-Effective Amendment No. 1 to that registration statement was filed with the SEC under File No. 333-35887 on December 23, 1997 in order to amend and restate Item 8 of Part II of the registration statement. The purpose of the Plan was to provide a means for the Company to attract, retain and motivate employees of the Company (including officers and directors who are also employees) and non-employee consultants, agents and advisors. The Plan has been amended, with shareholder approval, to now include non-employee directors as eligible participants in the Plan. In connection with the amendment and restatement of the Plan to make such non-employee directors eligible to participate in the Plan, and to increase the number of shares of common stock available for awards thereunder, the Company is registering an additional 5,000,000 shares of common stock for issuance under the Plan on a Form S-8 registration statement to be concurrently filed with the SEC on the date hereof. SIGNATURE 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 the filing of this Post-Effective Amendment No. 2 to the Form S-8 registration statement listed above, and has duly caused this Post-Effective Amendment No. 2 to the registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Pittsburgh, State of Pennsylvania on August 27, 2002. MYLAN LABORATORIES INC. By: /s/ Milan Puskar -------------------------------- Name: Milan Puskar Title: Chairman and Chief Executive Officer KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Milan Puskar, Robert J. Coury and Patricia A. Sunseri, and each of them, with full power to act without the other, his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities, to sign any or all amendments to this Registration Statement, including post-effective amendments, and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents of any of them, or any substitute or substitutes, lawfully do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated. SIGNATURE TITLE DATE --------- ----- ---- /s/ Milan Puskar Chairman, Chief Executive August 27, 2002 ------------------------------ Officer, and Director Milan Puskar /s/ Robert J. Coury Vice Chairman and Director August 27, 2002 ------------------------------ Robert J. Coury /s/ Edward J. Borkowski Chief Financial Officer August 27, 2002 ------------------------------ (Principal financial officer) Edward J. Borkowski /s/ Gary E. Sphar Vice President and August 27, 2002 ------------------------------ Corporate Controller Gary E. Sphar (Principal accounting officer) /s/ Wendy Cameron Director August 27, 2002 ------------------------------ Wendy Cameron /s/ Leslie B. Daniels Director August 27, 2002 ------------------------------ Leslie B. Daniels /s/ Laurence S. DeLynn Director August 27, 2002 ------------------------------ Laurence S. DeLynn /s/ John C. Gaisford Director August 27, 2002 ------------------------------ John C. Gaisford, M.D. /s/ Douglas J. Leech Director August 27, 2002 ------------------------------ Douglas J. Leech /s/ Patricia A. Sunseri Senior Vice President, August 27, 2002 ------------------------------ Investor and Public Patricia A. Sunseri Relations, and Director /s/ C.B. Todd President, Chief Operating August 27, 2002 ------------------------------ Officer and Director C.B. Todd /s/ Randall L. Vanderveen Director August 27, 2002 ------------------------------ Randall L. Vanderveen, Ph.D. /s/ Stuart A. Williams Chief Legal Officer and August 27, 2002 ------------------------------ Director Stuart A. Williams, Esq.