As filed with the Securities and Exchange Commission on November 16, 2009
Registration Statement No. 333-96533
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-96553
EARTHLINK, INC.
(Exact name of registrant as specified in its charter)
Delaware |
| 58-2511877 |
(State or other jurisdiction of incorporation or organization) |
| (I.R.S. Employer Identification No.) |
1375 Peachtree St., Atlanta, Georgia 30309
(Address of Principal Executive Offices) (Zip Code)
EarthLink, Inc. 401(k) Plan
(Full title of the plan)
Bradley A. Ferguson
Chief Financial Officer
EarthLink, Inc.
1375 Peachtree Street
Atlanta, Georgia 30309
(Name and address of agent for service)
(404) 815-0770
(Telephone number, including area code, of agent for service)
Copies to:
David M. Carter, Esq.
Troutman Sanders LLP
1001 Haxall Point
P.O. Box 1122
Richmond, Virginia 23219
(804) 697-1200
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 |
Deregistration of Unsold Securities
This post-effective amendment relates to the following registration statement on Form S-8 (the “S-8 Registration Statement”) of EarthLink, Inc. (the “Company”):
· File-No. 333-96553, filed July 16, 2002, registering 5,000,000 shares the Company’s common stock in connection with the Company’s 401(k) Plan.
This post-effective amendment to the S-8 Registration Statement is being filed solely to deregister any and all securities previously registered under the S-8 Registration Statement that remain unsold.
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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 registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Atlanta, State of Georgia, on November 16, 2009.
| EARTHLINK, INC. | |
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| By: | /s/ ROLLA P. HUFF |
| Name: | Rolla P. Huff |
| Title: | Chairman of the Board and Chief Executive Officer |
Pursuant to the requirements of the Securities Act of 1933, as amended, this post-effective amendment to the S-8 Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
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/s/ ROLLA P. HUFF |
| Chairman of the Board and Chief Executive Officer |
| November 16, 2009 |
Rolla P. Huff |
| (principal executive officer) |
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/s/ BRADLEY A. FERGUSON |
| Chief Financial Officer |
| November 16, 2009 |
Bradley A. Ferguson |
| (principal financial and accounting officer) |
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/s/ SUSAN D. BOWICK |
| Director |
| November 16, 2009 |
Susan D. Bowick |
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/s/ S. MARCE FULLER |
| Director |
| November 16, 2009 |
S. Marce Fuller |
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/s/ TERRELL B. JONES |
| Director |
| November 16, 2009 |
Terrell B. Jones |
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/s/ DAVID A. KORETZ |
| Director |
| November 16, 2009 |
David A. Koretz |
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/s/ THOMAS E. WHEELER |
| Director |
| November 16, 2009 |
Thomas E. Wheeler |
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/s/ M. WAYNE WISEHART |
| Director |
| November 16, 2009 |
M. Wayne Wisehart |
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