Registration No. 333-163417

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Post-Effective Amendment No. 1
to

Form S-3

REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933

Holly Corporation

Delaware		75-1056913
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification Number)

100 Crescent Court, Suite 1600
Dallas, Texas 75201-6915
(214) 871-3555
(Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices)

Denise C. McWatters
Vice President, General Counsel and Secretary
100 Crescent Court, Suite 1600
Dallas, Texas 75201-6915
(214) 871-3555
(Name, address, including zip code, and telephone number, including area code, of agent for service)

Copies to:
Glen J. Hettinger
Fulbright & Jaworski L.L.P.
2200 Ross Avenue, Suite 2800
Dallas, Texas 75201-2784
(214) 855-8000
(214) 855-8200 (Fax)

     Approximate date of commencement of proposed sale to the public: From time to time after the effective date of this Registration Statement.

     If the only securities being registered on this form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. o

     If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box. o

     If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o

     If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o

     If this Form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box: þ

     If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box: o

     Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

 

 

TERMINATION OF REGISTRATION STATEMENT

     On December 1, 2009, Holly Corporation (the “Company”) filed a registration statement on Form S-3 (Registration No. 333-163417) (the “Registration Statement”) with the Securities and Exchange Commission (the “SEC”), which was deemed effective upon filing. The Registration Statement related to the offer for resale of up to 2,789,155 shares of common stock of the Company (the “Securities”) by the selling stockholder named in the Registration Statement from time to time.

     In accordance with an undertaking made by the Company in the Registration Statement, this Post-Effective Amendment No. 1 to the Registration Statement is being filed because all Securities offered for resale under the Registration Statement have been sold. This Post-Effective Amendment No. 1 terminates the Registration Statement, as of the effective date of this Post-Effective Amendment No. 1.

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-3 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Dallas, in the State of Texas, on June 11, 2010.

     Pursuant to the requirements of the Securities Act of 1933 this Post-Effective Amendment No. 1 to the Registration Statement has been signed below by the following persons in the capacities and on the dates indicated.

Signature		Title		Date
/s/ Matthew P. Clifton		Chairman of the Board and Chief Executive Officer		June 11, 2010
Matthew P. Clifton		(Principal Executive Officer)
*		Senior Vice President and Chief Financial Officer		June 11, 2010
Bruce R. Shaw		(Principal Financial Officer)
/s/ Scott C. Surplus		Vice President and Controller		June 11, 2010
Scott C. Surplus		(Principal Accounting Officer)
*		Director		June 11, 2010
Buford P. Berry
*		Director		June 11, 2010
Leldon E. Echols
*		Director		June 11, 2010
Robert G. McKenzie
*		Director		June 11, 2010
Jack P. Reid
*		Director		June 11, 2010
Paul T. Stoffel
/s/ Tommy A. Valenta		Director		June 11, 2010
Tommy A. Valenta