As filed with the Securities and Exchange Commission on August 5, 2004

 

Registration No. 333-79241

 

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

 

 

MEDIMMUNE, INC.

(Exact name of registrant as specified in its charter)

 

DELAWARE		One MedImmune Way Gaithersburg, Maryland 20878		55-1555759
(State or other jurisdiction of incorporation or organization)		(Address of Principal Executive Offices) (Zip Code)		(I.R.S. Employer Identification No.)
1999 Stock Option Plan
(Full Title of the Plan)
David M. Mott Chief Executive Officer, President and Vice Chairman MedImmune, Inc. One MedImmune Way Gaithersburg, Maryland 20878
(Name and address of agent for service)
Telephone number, including area code, of agent for service:
(301) 398-0000

 

This Post-effective Amendment No. 1 is being filed with the Securities and Exchange Commission by the Registrant, in order to de-register 6,000,000 shares of the Registrant’s common stock, par value $.01 per share, covered under the Company’s 1999 Stock Option Plan that are not subject to outstanding stock options. Such shares were registered under a Registration Statement on Form S-8 (Registration No. 333-79241) which was filed on May 25, 1999, as modified pursuant to General Instruction E of Form S-8 by Registration Statements on Form S-8 filed on May 8, 2001 (Registration No.  333-60408), June 13, 2002 (Registration No. 333-90402) and May 27, 2003 (Registration No. 333-105578).  The Registrant has carried forward all of the deregistered shares to a Registration Statement on Form S-8 covering the Registrant’s 2004 Stock Incentive Plan.

 

 

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 Gaithersburg, State of Maryland, on the 5th day of August, 2004.

 

		MEDIMMUNE, INC.
	By:	/s/ DAVID M. MOTT
		David M. Mott
		Chief Executive Officer, President and Vice Chairman

 

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
*
Wayne T. Hockmeyer, Ph.D.		Chairman of the Board		August 5, 2004
/s/ DAVID M. MOTT		Chief Executive Officer, President and Vice		August 5, 2004
David M. Mott		Chairman of the Board (Principal Executive
		Officer)
		Director
David Baltimore, Ph. D.
*		Director		August 5, 2004
M. James Barrett, Ph.D.
*		Director		August 5, 2004
Melvin D. Booth
*		Director		August 5, 2004
James H. Cavanaugh, Ph.D.
*		Director		August 5, 2004
Barbara Hackman Franklin
*		Director		August 5, 2004
Gordon S. Macklin

 

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Signature		Title		Date
		Director
Elizabeth Wyatt
/s/ LOTA S. ZOTH		Senior Vice President and Chief Financial		August 5, 2004
Lota S. Zoth		Officer (Principal Financial and Accounting
		Officer)
*/s/ DAVID M. MOTT		Attorney in fact		August 5, 2004
By: David M. Mott

 

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EXHIBIT LIST

 

 

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