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As filed with the Securities and Exchange Commission on April 27, 2001
Registration No. 333-53978
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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Amendment No. 5
to
FORM S-3
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
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CHAMPION ENTERPRISES, INC.
(Exact name of Registrant as specified in its charter)
Michigan 38-2743168
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2701 Cambridge Ct., Suite 300
Auburn Hills, Michigan 48326
(248) 340-9090
(Address, including zip code, and telephone number, including
area code, of Registrant's principal executive offices)
John J. Collins, Jr., Esq.
Senior Vice President, General Counsel and Secretary
Champion Enterprises, Inc.
2701 Cambridge Ct., Suite 300
Auburn Hills, Michigan 48326
(248) 340-9090
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
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copy to:
D. Richard McDonald, Esq.
Dykema Gossett PLLC
39577 Woodward Avenue, Suite 300
Bloomfield Hills, MI 48304
Approximate date of commencement of proposed sale to public: From time to time
after this Registration Statement is declared effective.
If the only securities being registered on this Form are being offered pursuant
to dividend or investment plans, please check the following box. [ ]
If any of the securities being registered on this Form are to be offered on a
delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, other than securities offered only in connection with dividend or
reinvestment plans, please check the following box. [X]
If this Form is filed to register additional securities for an offering pursuant
to Rule 462(b) under the Securities Act, please check the following box and list
the Securities Act registration statement number of the earlier effective
registration statement for the same offering. [ ]
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If this Form is a post-effective amendment filed pursuant to Rule 462(c) under
the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering. [ ]
If delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. [ ]
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THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH DATES
AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT SHALL FILE
A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS REGISTRATION STATEMENT
SHALL THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH SECTION 8(A) OF THE
SECURITIES ACT OF 1933 OR UNTIL THE REGISTRATION STATEMENT SHALL BECOME
EFFECTIVE ON SUCH DATE AS THE COMMISSION, ACTING PURSUANT TO SAID SECTION 8(A),
MAY DETERMINE.
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PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
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ITEM 16. EXHIBITS
A list of exhibits included as part of this Amendment to the
Registration Statement is set forth below.
23(a) Consent of PricewaterhouseCoopers LLP
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5
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, Champion
Enterprises, Inc. has duly caused this amendment to the registration statement
to be signed on its behalf by the undersigned, thereunto duly authorized, in the
City of Auburn Hills, in the State of Michigan on April 27, 2001.
CHAMPION ENTERPRISES, INC.
By *
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Name: Walter R. Young
Title: President and Chief
Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
amendment to the Registration Statement has been signed below by the following
persons in the capacities indicated on April 27, 2001.
* Chairman of the Board of
------------------------------------- Directors, President and Chief
Walter R. Young Executive Officer (Principal
Executive Officer)
* Executive Vice President and
------------------------------------- Chief Financial Officer
Anthony S. Cleberg (Principal Financial Officer)
* Vice President and Controller
------------------------------------- (Principal Accounting Officer)
Richard Hevelhorst
* Director
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Robert W. Anestis
* Director
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Selwyn Isakow
* Director
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Ellen R. Levine
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* Director
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Brian D. Jellison
* Director
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George R. Mrkonic
* Director
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Carl L. Valdiserri
*By:/s/ JOHN J.COLLINS, JR.
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Attorney-in-fact
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EXHIBIT INDEX
Exhibit No. Description of Exhibits Page No.
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23(a) Consent of PricewaterhouseCoopers LLP
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