As filed with the Securities and Exchange Commission on September 10, 2010
Registration No. 333-49083
UNITED STATES
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
W. R. Grace & Co.
(Exact Name of Registrant as Specified in its Charter)
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Delaware |
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65-0773649 |
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(State or Other Jurisdiction of |
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(I.R.S. Employer Identification No.) |
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Incorporation or Organization) |
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7500 Grace Drive
Columbia, Maryland 21044-4098
(Address of Principal Executive Offices including zip code)
W. R. Grace & Co. 1998 Stock Incentive Plan
(Full Title of the Plan)
Mark A. Shelnitz
Vice President, General Counsel and Secretary
W. R. Grace & Co.
7500 Grace Drive
Columbia, Maryland 21044
410/531-4000
(Name, address, including zip code, and telephone
number, including area code, of agent for service)
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.
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Large accelerated filer x |
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Accelerated filer o |
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Non-accelerated filer o |
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Smaller reporting company o |
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(Do not check if a smaller reporting company) |
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DEREGISTRATION
In accordance with the undertakings contained in Part II of this Registration Statement and Item 512 of Regulation S-K, W. R. Grace & Co. (the “Corporation”) has filed this Post-Effective Amendment No. 1 to remove from registration the shares of Corporation Common Stock, par value $0.01 per share, (the “Common Stock”) registered by the Corporation in this Registration Statement for issuance pursuant to the W. R. Grace & Co. 1998 Stock Incentive Plan (the “Plan”).
ITEM 8. EXHIBITS.
The following exhibits have been filed with this Registration Statement:
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Exhibit No. |
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Exhibit Title |
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24 |
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Power of Attorney |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Corporation certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form S-8 and has duly caused this Post-Effective Amendment No. 1 to the Corporation’s Registration Statement on Form S-8 (Registration No. 333-49083) to be signed on its behalf by the undersigned, thereunto duly authorized, in Columbia, Maryland on this 10th day of September 2010.
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W. R. GRACE & CO. |
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By: |
/s/Alfred E. Festa |
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Alfred E. Festa |
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President and Chief |
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Executive Officer |
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Corporation’s Registration Statement on Form S-8 has been signed by the following persons in the capacities and on the date indicated.
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Signature |
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Title |
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Date |
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/s/ Alfred E. Festa |
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Chief Executive Officer (Principal Executive Officer) |
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September 10, 2010 |
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Alfred E. Festa |
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/s/ Hudson La Force III |
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Chief Financial Officer (Principal Financial and Accounting Officer) |
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September 10, 2010 |
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Hudson La Force III |
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John F. Akers |
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Director |
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H. Furlong Baldwin |
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Director |
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Ronald C. Cambre |
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Director |
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Alfred E. Festa |
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Director |
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Marye Anne Fox |
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Director |
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John J. Murphy |
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Director |
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Christopher J. Steffen |
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Director |
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Mark E. Tomkins |
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Director |
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Thomas A. Vanderslice |
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Director |
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By: |
/s/ Mark A. Shelnitz |
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September 10, 2010 |
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Mark A. Shelnitz |
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Attorney-in-Fact |
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