Registration No. 33-65293
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------------
POST-EFFECTIVE AMENDMENT NO. 2
TO
FORM S-3
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
XTRA CORPORATION XTRA, INC.
(Exact names of registrants as specified in their charters)
Delaware Maine
(States or other Jurisdictions of Incorporation or Organization)
06-0954158 01-0346274
(I.R.S. Employer Identification Nos.)
200 Nyala Farms Road
Westport, CT 06880
203-221-1005
(Address, including zip code, and telephone number, including area code, of
registrants' principal executive offices)
Lewis Rubin
President and Chief Executive Officer
XTRA Corporation
200 Nyala Farms Road
Westport, CT 06880
203-221-1005
(Name, address, including zip code, and telephone number, including area code,
of agent for service)
______________________________________________________________________________
Please send copies of all communications to:
David A. Fine, Esq.
Ropes & Gray
One International Place
Boston, MA 02110
617-951-7000
DEREGISTRATION OF SECURITIES
Pursuant to Registration Statement No. 33-65293 on Form S-3 (the
"Registration Statement"), XTRA Corporation, a Delaware corporation and XTRA,
Inc., a Maine corporation (the "Registrants"), registered $800,000,000 principal
amount of common stock and preferred stock of XTRA Corporation and debt
securities of XTRA, Inc., which was amended by Post Effective Amendment No. 1 on
May 7, 1997 and Amendment to Post Effective Amendment No. 1 on May 16, 1997.
Pursuant to Rule 429 of the Securities Act of 1933, as amended, the prospectus
contained in the Registration Statement also related to $145,000,000 principal
amount of debt securities which remained unsold under the Registrants'
previously filed Registration Statement No. 33-54747 on Form S-3, which was
amended by Post Effective Amendment No. 1 on February 21, 1995.
The purpose of this Post-Effective Amendment No. 2 to the Registration
Statement is to terminate the Registration Statement and to deregister all
securities registered pursuant to the Registration Statement but unissued as of
the date this Amendment is filed. In accordance with Item 17(3) of the
Registration Statement, the Registrants hereby deregister the $337,500,000
principal amount of securities registered under the Registration Statement which
remains unsold.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended,
XTRA Corporation certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-3 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 Westport
and the State of Connecticut, on this 24th day of September, 2001.
XTRA CORPORATION
By: /s/ Lewis Rubin
---------------
Lewis Rubin
President and Chief Executive Officer
Pursuant to the Requirements of the Securities Act of 1933, as amended,
this Post-Effective Amendment No. 2 to the Registration Statement has been
signed below by the following persons in the capacities and on the dates
indicated:
Signature Capacity Date
/s/ Lewis Rubin President, Chief Executive Officer September 24, 2001
-------------------------- (Principal Executive Officer) and
Lewis Rubin Director
/s/ Stephanie L. Johnson Vice President and Treasurer September 24, 2001
-------------------------- (Principal Financial Officer)
Stephanie L. Johnson
/s/ Thomas G. Schaefer Vice President and Controller September 24, 2001
-------------------------- (Principal Accounting Officer)
Thomas G. Schaefer
Director
--------------------------
Warren E. Buffett
/s/ Marc D. Hamburg Director September 24, 2001
--------------------------
Marc D. Hamburg
/s/ William H. Franz Director September 24, 2001
--------------------------
William H. Franz
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended,
XTRA, Inc. certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-3 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 Westport
and the State of Connecticut, on this 24th day of September, 2001.
XTRA, INC.
By: /s/ Lewis Rubin
---------------
Lewis Rubin
President and Chief Executive Officer
Pursuant to the Requirements of the Securities Act of 1933, as amended,
this Post-Effective Amendment No. 2 to the Registration Statement has been
signed below by the following persons in the capacities and on the dates
indicated:
Signature Capacity Date
/s/ Lewis Rubin President, Chief Executive Officer September 24, 2001
----------------------- (Principal Executive Officer) and Director
Lewis Rubin
/s/ Stephanie L. Johnson Vice President and Treasurer September 24, 2001
----------------------- (Principal Financial Officer)
Stephanie L. Johnson
/s/ Thomas G. Schaefer Vice President and Controller September 24, 2001
----------------------- (Principal Accounting Officer)
Thomas G. Schaefer
/s/ Jeffrey Blum Director September 24, 2001
-----------------------
Jeffrey Blum
/s/ A. Scott Mansolillo Director September 24, 2001
-----------------------
A. Scott Mansolillo