Enron Corp. - University of California | Office of The President

egistration statement. The date the SEC accepted the registration statement is not necessarily the
"effective date" for purposes of needing to plead and prove reliance on the untrue statements and
omissions. The registration statements may be deemed "effective" months after they were first
filed. 21
day of the offering.
first day of the offering.
21
(a) Local 175/505 purchased units of Enron 7.375% Notes on 5/19/99, the first
(b) Washington Board purchased units of Enron 7.375% Notes on 5/19/99, the
(c) On 12/30/99 and afterward, Pulsifer bought units of Enron 7% Exchangeable
Notes. The public offering of 7% Exchangeable Notes commenced 8/10/99, the date of the
Prospectus. The effective date of the Registration Statement is, at the earliest, 8/10/99, the date of
Amendment No. 2 to the Form S-3 registration statement covering the 7% Exchangeable Notes.
Enron did not issue an earning statement covering a period of at least 12 months beginning after the
effective date of the registration statement between 8/10/99 and 12/30/99.
17 C.F.R. §230.158 provides:
(c) For purposes of the last paragraph of section 11(a) only, the effective date
of the registration statement is deemed to be the date of the latest to occur of (1) the
effective date of the registration statement; (2) the effective date of the last posteffective
amendment to the registration statement, next preceding a particular sale by
the registrant of registered securities to the public filed for purposes of (i) including
any prospectus required by section 10(a)(3) of the Act, (ii) reflecting in the
prospectus any facts or events arising after the effective date of the registration
statement (or the most recent post-effective amendment thereof) which, individually
or in the aggregate, represent a fundamental change in the information set forth in the
registration statement, or (iii) including any material information with respect to the
plan or distribution not previously disclosed in this registration statement or any
material change to such information in the registration statement, or (3) the date of
filing of the last report of the registrant incorporated by reference into the prospectus,
and relied upon in lieu of filing a post-effective amendment for purposes of
paragraphs (c)(2) (i) and (ii) of this rule, next preceding a particular sale by the
registrant of registered securities to the public.
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