As filed with the Securities and Exchange Commission on May 5, 2006
Registration No. 333-64971
UNITED STATES
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
Scientific-Atlanta, Inc.
(Exact name of Registrant as Specified in Its Charter)
| Georgia | 58-0612397 | |
(State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification No.) | |
5030 Sugarloaf Parkway Lawrenceville, Georgia | 30044-2689 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
James F. McDonald
President and Chief Executive Officer
Scientific-Atlanta, Inc.
5030 Sugarloaf Parkway
Lawrenceville, Georgia 30044-2689
(Name and Address of Agent For Service)
(770) 236-5000
(Telephone Number, Including Area Code, of Agent For Service)
EXPLANATORY NOTE:
REMOVAL OF SECURITIES FROM REGISTRATION
The offering contemplated by this Registration Statement on Form S-8 (the “Registration Statement”) has terminated. Pursuant to the undertakings contained in Part II of the Registration Statement, the Registrant is removing from registration, by means of a post-effective amendment to the Registration Statement (the “Post-Effective Amendment”), any securities registered under the Registration Statement which remained unsold at the termination of the offering.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, 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 Lawrenceville, State of Georgia, on this 5th day of May, 2006.
| Scientific-Atlanta, Inc. | ||
| By: | /s/ Michael C. Veysey | |
Michael C. Veysey Vice President and Assistant Secretary | ||
Pursuant to the requirements of the Securities Act of 1933, the trustees (or other persons who administer the employee benefit plan) have duly caused this Post-Effective Amendment to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Lawrenceville, State of Georgia, on this 5th day of May, 2006.
| Scientific-Atlanta, Inc. Voluntary Employee Retirement and Investment Plan | ||
| By: | Scientific-Atlanta, Inc. Employee Benefit Committee, | |
| Plan Administrator | ||
| By: | /s/ Brian C. Koenig | |
| Brian C. Koenig | ||
| Authorized Signatory | ||