AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JUNE 23, 1999
REGISTRATION NO. 33-85940
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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SWIFT TRANSPORTATION CO., INC.
(Exact name of Registrant as specified in charter)
NEVADA 86-0666860
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
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2200 SOUTH 75TH AVENUE, PHOENIX, ARIZONA 85043
(Address of principal executive office) (zip code)
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SWIFT TRANSPORTATION CO., INC.
NON-EMPLOYEE DIRECTORS STOCK OPTION PLAN
(Amended and Restated as of may 20, 1999)
(full title of plan)
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JERRY C. MOYES, PRESIDENT
SWIFT TRANSPORTATION CO., INC.
2200 SOUTH 75TH AVENUE
PHOENIX, ARIZONA 85043
(Name and address of agent for service)
(602) 269-9700
(Telephone number, including area code, of agent for service)
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EXPLANATORY NOTE
This Post-Effective Amendment No. 1 to Form S-8 Registration Statement (File No.
333-85940) amends the registration statement originally filed on November 2,
1994 (the "Original Filing"). Any items in the Original Filing not expressly
changed hereby shall be as set forth in the Original Filing.
PART I
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
ITEM 8. EXHIBITS.
Exhibit No. Description
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4.1 Amended and Restated Articles of Incorporation of the
Registrant.
4.2 Bylaws of the Registrant (Incorporated by reference to Exhibit
3.2 of the Registrant's Registration Statement on Form S-3
(Registration No. 33-66034)).
4.3 Non-Employee Directors Stock Option Plan (Amended and Restated
as of May 20, 1999) (Incorporated by reference to the
Registrant's Notice and Proxy Statement for its 1999 Annual
Meeting of Stockholders).
*5 Opinion of Counsel.
23.1 Consent of KPMG LLP
*23.2 Consent of Counsel (included as part of Exhibit 5).
*24 Powers of Attorney.
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* Previously Filed.
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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 Phoenix, State of Arizona, on June 23, 1999.
SWIFT TRANSPORTATION CO., INC., a Nevada
corporation
By: /s/ Jerry C. Moyes
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Jerry C. Moyes
Chairman of the Board, President and
Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the date indicated.
Name and Signature Title Date
- ------------------ ----- ----
/s/ Jerry C. Moyes Chairman of the Board, President June 23, 1999
- ------------------------ and Chief Executive Officer
Jerry C. Moyes (Principal Executive Officer)
* Executive Vice President, June 23, 1999
- ------------------------ Secretary, Chief Financial Officer
William F. Riley, III and Director (Principal Accounting
and Financial Officer)
* Executive Vice President and June 23, 1999
- ------------------------ Director
Rodney K. Sartor
* Director June 23, 1999
- ------------------------
Lou A. Edwards
* Director June 23, 1999
- ------------------------
Alphonse E. Frei
* Director June 23, 1999
- ------------------------
Earl H. Scudder, Jr.
* By: /s/Jerry C. Moyes June 23, 1999
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Jerry C. Moyes
Attorney-in-Fact
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EXHIBIT INDEX
Exhibit Number Description Page or Method of Filing
- -------------- ----------- ------------------------
4.1 Amended and Restated Filed herewith
Articles of Incorporation of
the Registrant
4.2 Bylaws of the Registrant Incorporated by reference to
Exhibit 3.2 of the
Registrant's Registration
Statement on Form S-3
(Registration No. 33-66034)
4.3 Non-Employee Directors Incorporated by reference to
Stock Option Plan (Amended the Registrant's Notice and
and Restated as of May 20, Proxy Statement for its 1999
1999) Annual Meeting of
Stockholders
5 Opinion of Counsel Previously filed
23.1 Consent of KPMG LLP Filed herewith
23.2 Consent of Counsel Included in Exhibit 5
24 Powers of Attorney Previously filed
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