As filed with the Securities and Exchange Commission on September 5, 2007
Registration No. 333-32521
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3
ON
FORM S-1
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
UNITED STATES CELLULAR CORPORATION
(Exact name of registrant as specified in its charter)
Delaware |
| 4825 |
| 62-1147325 |
(State or other jurisdiction of |
| (Primary Standard Industrial |
| (IRS Employer |
incorporation or organization) |
| Classification Code Number) |
| Identification No.) |
8410 WEST BRYN MAWR AVE, SUITE 700
CHICAGO, ILLINOIS 60631
(773) 399-8900
(Address, including zip code, and telephone number, including
area code of registrant’s principal executive offices)
LeRoy T. Carlson, Jr., Chairman |
| with a copy to: |
United States Cellular Corporation |
| Stephen P. Fitzell, Esq. |
c/o Telephone and Data Systems, Inc. |
| Sidley Austin LLP |
30 North LaSalle Street, Suite 4000 |
| One South Dearborn Street |
Chicago, Illinois 60602 |
| Chicago, Illinois 60603 |
(312) 630-1900 |
| (312) 853-7000 |
(Name, address, including zip code, and telephone number, including area code, of agent for service)
EXPLANATORY NOTE
This Post-Effective Amendment No. 1 to the registrant’s Registration Statement No. 333-32521 is being filed to convert such registration statement from Form S-3 to Form S-1, and simultaneously to remove from registration by means of such post-effective amendment the securities registered which remain unsold as a result of the termination of this offering.
Registration Statement No. 333-32521 relates to $400,000,000 of securities registered on Form S-3 for issuance for cash from time to time as Debt Securities. Registration Statement No. 333-32521 originally was filed on Form S-3 on July 31, 1997.
The registrant is currently ineligible to file a registration statement on Form S-3 due to the untimely filing of its Forms 10-K and 10-Q. Accordingly this post-effective amendment is being filed on Form S-1.
The registrant has terminated the offering of securities registered pursuant to the Registration Statement No. 333-32521. Accordingly, the registrant hereby removes from registration by means of this post-effective amendment the securities registered which remain unsold as a result of the termination of this offering.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and Rule 478 thereunder, the registrant has duly caused this Post-Effective Amendment to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Chicago, State of Illinois, on September 5, 2007.
| UNITED STATES CELLULAR CORPORATION | |
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| |
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| By: | /s/ LeRoy T. Carlson, Jr. |
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| LeRoy T. Carlson, Jr. |
|
| Chairman |
Signature Page to Post Effective Amendment to
Deregister Registration Statement No. 333-32521
