Post Effective Amendment #3

As filed with the Securities and Exchange Commission on November 1, 2004

Registration No. 333-100199

 


SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

POST-EFFECTIVE

AMENDMENT NO. 3 TO FORM S-3

ON FORM S-1

 

REGISTRATION STATEMENT

Under

THE SECURITIES ACT OF 1933

 


 

BEARINGPOINT, INC.

(Exact name of Registrant as specified in its charter)

 

Delaware   54161   22-3680505

(State or other jurisdiction of

incorporation or organization)

 

(Primary Standard Industrial

Classification Code Number)

 

(I.R.S. Employer

Identification No.)

 

1676 International Drive

McLean, VA 22102

(703) 747-3000

(Address, including zip code, and telephone number, including area code, of registrants’ principal executive offices)

 


 

David W. Black, Esq.

Executive Vice President, General Counsel and Secretary

1676 International Drive

McLean, VA 22102

(703) 747-3000

(Name, address, including zip code, and telephone number, including area code, of agent for service)

 


 

Copies to:

Richard A. Steinwurtzel, Esq.

Vasiliki B. Tsaganos, Esq.

Fried, Frank, Harris, Shriver & Jacobson LLP

1001 Pennsylvania Avenue, N.W., Suite 800

Washington, D.C. 20004-2505

(202) 639-7000

 


 



On September 30, 2002, BearingPoint, Inc. (the “Company”) filed a Registration Statement on Form S-3, Registration Statement No. 333-100199, as amended by Amendment No. 1 to Form S-3 filed on October 17, 2002, Post-Effective Amendment No. 1 to Form S-3 on Form S-1 filed on May 4, 2004 and Post-Effective Amendment No. 2 to Form S-3 on Form S-1 filed on June 8, 2004 (as amended, the “Registration Statement”) pertaining to 16,501,650 shares of its common stock, par value $.01 per share, held by a selling stockholder for resale by such stockholder. Pursuant to an undertaking made in Item 17 of the Registration Statement, the Company hereby removes from registration all of the shares of its common stock registered pursuant to the Registration Statement that have not been sold as of the time of filing of this Post-Effective Amendment No. 3.

 


Item 16(a). Exhibits

 

Exhibit No.

  

Description


24.1    Power of Attorney

 


SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant has duly caused this Post-Effective Amendment No. 3 to Form S-3 on Form S-1 Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of McLean, Commonwealth of Virginia, on November 1, 2004.

 

BEARINGPOINT, INC.
By:   /s/ Randolph C. Blazer
   

Randolph C. Blazer

Chairman of the Board, Chief Executive Officer and President

 

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons on November 1, 2004 in the capacities indicated below.

 

Signature


  

Title


/s/ Randolph C. Blazer


Randolph C. Blazer

  

Chairman of the Board, Chief Executive Officer and

President (Principal Executive Officer)

/s/ Robert S. Falcone


Robert S. Falcone

  

Vice President and Chief Financial Officer (Principal

Financial and Accounting Officer)

*


Douglas C. Allred

  

Director


Betsy J. Bernard

  

Director

*


Wolfgang Kemna

  

Director


Albert L. Lord

  

Director

*


Roderick C. McGeary

  

Director

*


Alice M. Rivlin

  

Director


J. Terry Strange

  

Director

 

*By:   /s/ David W. Black
    David W. Black
    as Attorney-in-Fact

 


Exhibit Index

 

Exhibit No.

  

Description


24.1    Power of Attorney