As filed with the Securities and Exchange Commission on March 2, 2006.
Registration No. 333-46408
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1
ON
FORM S-8
Registration Statement Under
The Securities Act of 1933
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THERMO ELECTRON CORPORATION
(Exact name of registrant as specified in its charter)
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DELAWARE 04-2209186
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
81 Wyman Street
Waltham, Massachusetts 02454-9046
(Address of Principal Executive Offices) (Zip Code)
THERMO TERRATECH INC. DIRECTORS STOCK OPTION PLAN
THERMO ELECTRON CORPORATION - THERMO TERRATECH INC. NONQUALIFIED
STOCK OPTION PLAN (1996)
THERMO ELECTRON CORPORATION DIRECTORS STOCK OPTION PLAN (THERMO
TERRATECH SHARES)
THERMO TERRATECH INC. DIRECTORS DEFERRED COMPENSATION PLAN
THERMO TERRATECH INC. NONQUALIFIED STOCK OPTION PLAN
THERMO ELECTRON CORPORATION - THERMO TERRATECH INC. NONQUALIFIED
STOCK OPTION PLAN (1986)
THERMO TERRATECH INC. EQUITY INCENTIVE PLAN
THERMO INSTRUMENT SYSTEMS INC. EMPLOYEES' STOCK PURCHASE PLAN
(Full Title of the Plan)
Seth H. Hoogasian, Secretary
Thermo Electron Corporation
81 Wyman Street
Waltham, Massachusetts 02454-9046
(781) 622-1000
(Telephone Number, Including Area Code, of Agent For Service)
Deregistration of Securities
This Post-Effective Amendment No. 1 on Form S-8 to the Registration
Statement on Form S-8 (Registration No. 333-46408) is being filed by the
Registrant to remove from registration any of the securities that remain unsold
thereunder as of the date of filing of this post-effective amendment. The
securities were previously registered for sale under the Thermo Terratech Inc.
Directors Stock Option Plan, the Thermo Electron Corporation - Thermo Terratech
Inc. Nonqualified Stock Option Plan (1996), the Thermo Electron Corporation
Directors Stock Option Plan (Thermo Terratech shares), the Thermo Terratech Inc.
Directors Deferred Compensation Plan, the Thermo Terratech Inc. Nonqualified
Stock Option Plan, the Thermo Electron Corporation - Thermo Terratech Inc.
Nonqualified Stock Option Plan (1986), the Thermo Terratech Inc. Equity
Incentive Plan, and the Thermo Instrument Systems Inc. Employees' Stock Purchase
Plan (collectively, the "Plans"). The deregistered securities represent shares
subject to options granted under the Plans that expired, were canceled or
terminated without having been exercised or shares that were available under the
Plans which remain unsold as of the date of the filing of this post-effective
amendment. As such, the Registrant hereby removes such securities from
registration and the registration is hereby terminated.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, Thermo Electron
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 on Form S-8 to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Waltham, Commonwealth of Massachusetts, on this
28th day of February, 2006.
THERMO ELECTRON CORPORATION
By: /s/ Marijn E. Dekkers
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Marijn E. Dekkers
Its: President and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment on Form S-8 has been signed by the following persons in
the capacities and on the dates indicated.
Signature Title Date
--------- ----- ----
President, Chief Executive
/s/ Marijn E. Dekkers Officer and Director (Principal
------------------------------------------------------ Executive Officer) February 28, 2006
Marijn E. Dekkers
/s/ Jim P. Manzi Chairman of the Board and
------------------------------------------------------ Director February 28, 2006
Jim P. Manzi
Vice President and Chief
/s/ Peter M. Wilver Financial Officer (Principal
------------------------------------------------------ Financial Officer) February 28, 2006
Peter M. Wilver
Corporate Controller and Chief
/s/ Peter E. Hornstra Accounting Officer (Principal
------------------------------------------------------ Accounting Officer) February 28, 2006
Peter E. Hornstra
/s/ John L. LaMattina
------------------------------------------------------ Director February 28, 2006
John L. LaMattina
/s/ Peter J. Manning
------------------------------------------------------ Director February 28, 2006
Peter J. Manning
/s/ Robert A. McCabe
------------------------------------------------------ Director February 28, 2006
Robert A. McCabe
/s/ Robert W. O'Leary
------------------------------------------------------ Director February 28, 2006
Robert W. O'Leary
/s/ Michael E. Porter
------------------------------------------------------ Director February 28, 2006
Michael E. Porter
/s/ Elaine S. Ullian
------------------------------------------------------ Director February 28, 2006
Elaine S. Ullian