AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 23, 2008
Registration Statement No. 333-144485
_________________________________________________________________
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
__________________________
ANHEUSER-BUSCH COMPANIES, INC.
(Exact name of registrant as specified in its charter)
Delaware 43-1162835
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
One Busch Place
St. Louis, Missouri 63118
(Address of principal executive offices)
______________________
ANHEUSER-BUSCH COMPANIES, INC.
2006 RESTRICTED STOCK PLAN FOR NON-EMPLOYEE DIRECTORS
(Full title of the plan)
__________________________
JoBeth G. Brown, Esq. Copies to:
Vice President and Secretary Geetha Rao Sant, Esq.
Anheuser-Busch Companies, Inc. The Stolar Partnership LLP
One Busch Place 911 Washington Avenue, 7th Fl
St. Louis, Missouri 63118 St. Louis, Missouri 63101
(Name and address of agent for service)
(314) 577-3314
(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.
Large Accelerated Filer [X] Accelerated Filer [ ]
Non-Accelerated Filer [ ] Smaller reporting company [ ]
(Do not check if a smaller reporting company)
EXPLANATORY STATEMENT
Anheuser-Busch Companies, Inc. (the "Registrant") is filing this
Post-Effective Amendment No. 1 to Registration Statement on Form S-8 to
deregister certain securities previously registered for issuance under the
Anheuser-Busch Companies, Inc. 2006 Restricted Stock Plan for Non-Employee
Directors (the "2006
Plan") by the Registrant pursuant to its Registration Statement on Form
S-8 (Registration No. 333-144485), which was filed with the Securities and
Exchange Commission (the "Commission") on July 11, 2007 (the "2007
Registration Statement") relating to shares previously issued or to be
issued under the 2006 Plan and under the Anheuser-Busch Companies, Inc.
Non-Employee Director Elective Stock Acquisition Plan (the "Elective Stock
Plan"). On April 23, 2008, the shareholders of the Registrant approved
the Anheuser-Busch Companies, Inc. 2008 Long-Term Equity Incentive Plan
for Non-Employee Directors (the "2008 Plan"), and, in connection
therewith, no further awards will be made under the 2006 Plan.
Accordingly, the Registrant hereby withdraws from registration under the
2007 Registration Statement the 86,500 shares of the Registrant's common
stock that have not been and will not be issued under the 2006 Plan, but
which will instead be available for issuance under the 2008 Plan. A
registration statement on Form S-8 with respect to the 2008 Plan is being
filed with the Commission concurrently with this Post-Effective Amendment
No. 1.
The 2007 Registration Statement, including the reoffer prospectus included
in the 2007 Registration Statement, shall remain in effect for purposes of
shares previously issued under the 2006 Plan and the Elective Stock Plan
and shares to be issued under the Elective Stock Plan.
SIGNATURES
The Registrant. Pursuant to the requirements of the Securities Act of
1933, the Registrant 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 registration statement
to be signed on its behalf by the undersigned, thereunto duly authorized,
in the City of St. Louis, State of Missouri, on April 23, 2008.
ANHEUSER-BUSCH COMPANIES, INC.
By: /S/ JOBETH G. BROWN
JoBeth G. Brown,
Vice President and Secretary
Pursuant to the requirements of the Securities Act of 1933, this post-
effective amendment No. 1 to the registration statement has been signed
below by the following persons in the capacities and on the dates
indicated:
Signature Title Date
AUGUST A. BUSCH IV* President and April 23, 2008
(August A. Busch IV) Chief Executive
Officer and
Director (Principal
Executive
Officer)
W. RANDOLPH BAKER* Vice President and April 23, 2008
(W. Randolph Baker) Chief Financial
Officer (Principal
Financial Officer)
JOHN F. KELLY* Vice President April 23, 2008
(John F. Kelly) and Controller
(Principal
Accounting Officer)
AUGUST A. BUSCH III* Director April 23, 2008
(August A. Busch III)
CARLOS FERNANDEZ G.* Director April 23, 2008
(Carlos Fernandez G.)
JAMES J. FORESE* Director April 23, 2008
(James J. Forese)
JAMES R. JONES* Director April 23, 2008
(James R. Jones)
VERNON R. LOUCKS, JR.* Director April 23, 2008
(Vernon R. Loucks, Jr.)
VILMA S. MARTINEZ* Director April 23, 2008
(Vilma S. Martinez)
______________________ Director April 23, 2008
(William Porter Payne)
JOYCE M. ROCHE'* Director April 23, 2008
(Joyce M. Roche')
HENRY HUGH SHELTON* Director April 23, 2008
(Henry Hugh Shelton)
PATRICK T. STOKES* Director April 23, 2008
(Patrick T. Stokes)
______________________ Director April 23, 2008
(Andrew C. Taylor)
______________________ Director April 23, 2008
(Douglas A. Warner III)
EDWARD E/ WHITACRE, JR.* Director April 23, 2008
(Edward E. Whitacre, Jr.)
* By: /S/ JOBETH G. BROWN
JoBeth G. Brown
Attorney-in-Fact
EXHIBIT INDEX
Exhibit 24.1
Power of Attorney executed by certain directors and officers of the
Registrant.