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
____________________
ViewSonic
Corporation
(Exact
name of registrant as specified in its charter)
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Delaware
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95-4120606
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(State
of Incorporation)
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(I.R.S.
Employer Identification No.)
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____________________
381
Brea Canyon Road
(Address
of principal executive offices)
____________________
1999
Stock Plan
2004
Equity Incentive Plan
(Full
titles of the plans)
James
Chu
Chairman
of the Board and Chief Executive Officer
ViewSonic
Corporation
381
Brea Canyon Road
(Name,
address, including zip code, and telephone number, including area code, of agent
for service)
____________________
Copies
to:
Eric
C. Jensen, Esq.
John
T. McKenna, Esq.
Cooley
Godward Kronish LLP
Five
Palo Alto Square
3000
El Camino Real
Indicate
by check mark whether the registrant is a large accelerated
filer, accelerated filer, a non-accelerated filer or a
smaller reporting company. See definitions of “large accelerated filer”,
“accelerated filer” and “smaller reporting company” in Rule 12b-2 of the
Exchange Act. (Check one):
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Large accelerated
filer o
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Accelerated
filer o
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Non-accelerated
filer x
(Do
not check if a smaller reporting company)
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Smaller
reporting company ¨
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The
Registration Statement on Form S-8 (Registration No. 333-118775) of
ViewSonic Corporation, a Delaware corporation (“ViewSonic”), pertaining to the
registration of 42,982,167 shares of ViewSonic common stock, par value $0.01 per
share (the “S-8 Registration Statement”), to which this Post-Effective Amendment
No. 1 relates, was filed with the United States Securities and Exchange
Commission on September 2, 2004.
Pursuant
to no-action relief received from the staff of the U.S. Securities Exchange
Commission on March 14, 2008, ViewSonic has filed a Form 15 to deregister its
stock options and, subsequent to the filing of this Post-Effective Amendment No.
1, intends to a file a Form 15 to suspend its reporting obligations under
Section 15(d) of the Securities Exchange Act of 1934, as amended.
By filing
this Post-Effective Amendment No. 1 to the S-8 Registration Statement,
ViewSonic hereby deregisters all securities that were previously registered and
have not been sold or otherwise issued as of the date of the filing 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-8 and has duly caused this Post-Effective Amendment No. 1
to the S-8 Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Walnut, State of California, on March
24, 2008.
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ViewSonic
Corporation
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By
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James
Chu
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Chairman
of the Board and
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Chief
Executive Officer
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Pursuant
to the requirements of the Securities Act of 1933, this Post-Effective Amendment
No. 1 to the S-8 Registration Statement has been signed by the following
person in the capacity and on the date indicated.
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Chairman
of the Board and
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James
Chu
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Chief
Executive Officer)
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(Principal
Executive Officer
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Chief
Financial Officer
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Theodore
R. Sanders
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(Principal
Financial and Accounting Officer)
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*
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Director
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Matthew
E. Massengill
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*
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Director
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William
J. Miller
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*
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Director
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Bruce
L. Stein
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*
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Director
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Luc
H. Vanhal
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| By:
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James
Chu
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Attorney-in-Fact
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