S-8 POS 1 y61715sv8pos.txt POST EFFECTIVE AMENDMENT NO.1 TO FORM S-8 As filed with the Securities and Exchange Commission on June 24, 2002 Registration Number 333-57133 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 -------------------------- ALLEGHANY CORPORATION (Exact name of registrant as specified in its charter) Delaware 51-0283071 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 375 Park Avenue 10152 New York, New York (Zip Code) (Address of Principal Executive Offices) ALLEGHANY ASSET MANAGEMENT SAVINGS AND PROFIT SHARING PLAN (Full Title of Plan) Robert M. Hart, Esq. Senior Vice President, General Counsel and Secretary Alleghany Corporation 375 Park Avenue New York, New York 10152 (212) 752-1356 (Name and address of agent for service) --------------------------------------- Copies to: Linda E. Ransom, Esq. Dewey Ballantine LLP 1301 Avenue of the Americas New York, New York 10019-6092 (212) 259-6570 ------------------ REMOVAL OF SECURITIES FROM REGISTRATION Pursuant to Registration Statement No. 333-57133 (the "Registration Statement"), in June 1998 Alleghany Corporation ("Alleghany") registered 5,000 shares of its common stock, par value $1.00 per share ("Common Stock"), to be offered under the Alleghany Asset Management Savings and Profit Sharing Plan (the "Plan"). The Registration Statement also covers an indeterminate amount of interests to be offered or sold pursuant to the Plan. As of the date of this Post-Effective Amendment No. 1 to the Registration Statement, 4,229 shares of Common Stock have been offered and sold under the Plan. No further shares of Common Stock will be offered under the Plan. Accordingly, 771 shares of Common Stock are hereby removed from registration. 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 the 24th day of June, 2002. ALLEGHANY CORPORATION By: /s/ John J. Burns, Jr. -------------------------------- John J. Burns, Jr. President 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 dates indicated. Date: By: ------------------------- Rex D. Adams Director Date: June 24, 2002 By: /s/ John J. Burns, Jr. ------------------------- John J. Burns, Jr. President and Director (principal executive officer) Date: June 24, 2002 By: * ------------------------- Dan R. Carmichael Director Date: June 24, 2002 By: /s/ David B. Cuming ------------------------- David B. Cuming Senior Vice President (principal financial officer) Date: June 24, 2002 By: * ------------------------- Thomas S. Johnson Director Date: June 24, 2002 By: * ------------------------------- Allan P. Kirby, Jr. Director Date: June 24, 2002 By: * ------------------------------- F.M. Kirby Chairman of the Board and Director Date: June 24, 2002 By: * ------------------------------- William K. Lavin Director Date: June 24, 2002 By: * ------------------------------- Roger Noall Director Date: June 24, 2002 By: /s/ Peter R. Sismondo ------------------------------- Peter R. Sismondo Vice President, Controller, Treasurer and Assistant Secretary (principal accounting officer) Date: June 24, 2002 By: * --------------------------------- James F. Will Director *By:/s/ John J. Burns, Jr. ---------------------- John J. Burns, Jr. Attorney-in-Fact