As filed with the Securities and Exchange Commission on January 5, 2005
Registration No. 333-111631
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
Anteon International Corporation
(Exact Name of Registrant as Specified in Its Charter)
Delaware 13-3880755
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(State of Incorporation) (IRS Employer Identification No.)
3211 Jermantown Road, Suite 700
Fairfax, Virginia 22030-2801
(703) 246-0200
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(Address of Principal Executive Offices)
Anteon International Corporation
Supplemental Retirement Savings Plan
(Full Title of the Plan)
Curtis L. Schehr, Esq.
Senior Vice President, General Counsel and Secretary
Anteon International Corporation
3211 Jermantown Road, Suite 700
Fairfax, Virginia 22030-2801
(703) 246-0200
(Name, Address and Telephone Number, Including Area Code, of Agent for Service)
This Post-Effective Amendment to Registration Statement No. 333-111631
shall become effectively automatically upon the date of filing in accordance
with Rules 456 and 464 promulgated under the Securities Act of 1933, as amended.
Explanatory Note
Anteon International Corporation previously registered an offering of
Participation Interests on Form S-8 (Registration Statement No. 333-111631)
relating to the Anteon International Corporation Supplemental Retirement Savings
Plan (the "Plan"). The Board of Directors of Anteon International Corporation
has adopted an amendment and restatement of the Plan, pursuant to its authority
under the Plan, to conform the Plan with the applicable provisions of Section
409A of the Internal Revenue Code, which was enacted as part of the American
Jobs Creation Act.
Item 8. Exhibits.
The following exhibit is filed as part of this Post-Effective
Amendment No. 1 to Registration Statement No. 333-111631:
No: Exhibit:
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4.1 Anteon International Corporation Supplemental Retirement
Savings Plan, as amended and restated effective as of
January 1, 2005
SIGNATURES
The Registrant. 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 Fairfax, State of Virginia, on January 4,
2005.
Anteon International Corporation
(Registrant)
By: \s\: Joseph M. Kampf
--------------------------------------
Joseph M. Kampf
President and Chief Executive Officer
(Principal 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 dates indicated.
Signature Title Date
\s\: Joseph M. Kampf
- ------------------------ President, Chief Executive Officer and Director January 4, 2005
Joseph M. Kampf (Principal Executive Officer)
\s\: Charles S. Ream
- ------------------------ Executive Vice President and Chief Financial January 4, 2005
Charles S. Ream (Principal Financial and Accounting Officer)
* Chairman of the Board of Directors January 4, 2005
- ------------------------
Frederick J. Iseman
* Director January 4, 2005
- ------------------------
Gilbert F. Decker
* Director January 4, 2005
- ------------------------
Robert A. Ferris
* Director January 4, 2005
- ------------------------
Paul G. Kaminski
* Director January 4, 2005
- ------------------------
Steven M. Lefkowitz
* Director January 4, 2005
- ------------------------
General Henry Hugh Shelton,
USA (ret.)
* Director January 4, 2005
- ------------------------
William J. Perry
*Curtis L. Schehr, by signing his name hereto, does sign this document on
behalf of the persons indicated above pursuant to powers of attorney duly
executed by such persons, which were filed by the Registrant on Form S-8
(Registration No. 333-111631) and are hereby incorporated by reference.
By: \s\: Curtis L. Schehr
-------------------------------------
Curtis L. Schehr
Attorney-in-Fact
Exhibit Index
Exhibit No. Description
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4.1 Anteon International Corporation Supplemental Retirement
Savings Plan, as amended and restated effective as of
January 1, 2005
[Attach copy of Supplemental Savings Plan]