Legg Mason, Inc.

As filed with the Securities and Exchange Commission on October __, 2011
Registration No. 333-________

 

 

 

 

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

LEGG MASON, INC.

 

(Exact Name of Registrant as Specified in its Charter)

Maryland

 

52-1200960

 

 

(State or Other Jurisdiction
of Incorporation or Organization)

(IRS Employer
Identification No.)

100 International Drive
Baltimore, Maryland 21202

 

(Address, including zip code, of principal executive offices)

Registrant's telephone number, including area code:

(410) 539-0000

 

 

 

Legg Mason, Inc. 1981 Stock Option Plan

and

Legg Mason, Inc. 1981 Incentive Stock Option Plan

 

(Full title of the plan)

Thomas C. Merchant
Vice President and General Counsel - Corporate
Legg Mason, Inc.
100 International Drive
Baltimore, Maryland 21202
410-539-0000

 

(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.  (Check one):

Large accelerated filer þ

Accelerated filer ¨

Non-accelerated filer ¨

Smaller reporting company ¨

 

 

 

 

 

 

 

 








DEREGISTRATION OF SECURITIES


On February 5, 1988, Legg Mason, Inc. (the "Registrant") filed a registration statement on Form S-8, File No. 33-20027 (the "Registration Statement"), with the Securities and Exchange Commission which registered 500,000 shares of the Registrant's common stock, $.10 par value ("Common Stock"), reserved for issuance under the Legg Mason, Inc. 1981 Stock Option Plan and Legg Mason, Inc. 1981 Incentive Stock Option Plan (the "Plan").


This Post-Effective Amendment No. 1 is being filed to deregister all authorized shares of Common Stock reserved for issuance under the Plan that have not yet been issued under the Registration Statement.


Accordingly, the Registrant hereby deregisters the Common Stock that has not been and will not be issued under the Plan.  Upon effectiveness hereof, no shares of Common Stock remain registered under the Registration Statement for issuance under the Plan.  


SIGNATURES


Pursuant to the requirements of the Securities Act of 1933, this Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing Form S-8 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized.


 

 

 

LEGG MASON, INC.
(Registrant)

 

 

 

 

Date:  October 19, 2011

By:

/s/ Mark R. Fetting____________
Chairman of the Board, President

and Chief Executive Officer

(Principal Executive Officer)

















Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-8 has been signed by the following persons in the capacities and on the date indicated.


Signature

   


Title

   


Date

 

 

 

 

 

 

 

 

 

/s/ Mark R. Fetting
Mark R. Fetting

   

Chairman, President and
Chief Executive Officer

October 19, 2011

/s/ Peter H. Nacthwey
Peter H. Nachtwey

   

Senior Executive Vice President  and Chief Financial Officer
  

October 19, 2011

/s/ Harold L. Adams
Harold L. Adams

   

Director

 

October 19, 2011

/s/ Robert E. Angelica
Robert E. Angelica

   

Director

 

October 19, 2011

/s/ Dennis R. Beresford
Dennis R. Beresford

   

Director

 

October 19, 2011

/s/ John T. Cahill
John T. Cahill

   

Director

 

October 19, 2011

/s/ Barry W. Huff
Barry W. Huff

   

Director

 

October 19, 2011

/s/ John E. Koerner, III 
John E. Koerner, III

   

Director

 

October 19, 2011

/s/ Cheryl Gordon Krongard
Cheryl Gordon Krongard

   

Director

 

October 19, 2011

/s/ Scott C. Nuttall
Scott C. Nuttall

   

Director

 

October 19, 2011

/s/ Nelson Peltz
Nelson Peltz

   

Director

 

October 19, 2011

/s/ W. Allen Reed
W. Allen Reed

   

Director

 

October 19, 2011

/s/ Margaret Milner Richardson
Margaret Milner Richardson

   

Director

 

October 19, 2011

/s/ Kurt L. Schmoke
Kurt L. Schmoke

   

Director

 

October 19, 2011

/s/ Nicholas J. St. George
Nicholas J. St. George

   

Director

 

October 19, 2011