Document

As filed with the Securities and Exchange Commission on March 22, 2018

Registration No. 333- 201746

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 1 TO

THE SECURITIES ACT OF 1933

MUFG AMERICAS HOLDINGS

(Exact name of registrant as specified in its charter)



Delaware (State or other jurisdiction of incorporation or organization)	1251 Avenue of the Americas New York, New York 10020 (212) 782-6800 (Address and telephone number of Registrant’s principal executive offices)	94-1234979 (I.R.S. Employer Identification Number)

Copies of all communications, including communications sent to agent for service, should be sent to:



Michael F. Coyne, Esq. General Counsel 1251 Avenue of the Americas New York, New York 10020 (212) 782-6872		Copy to: Rodney R. Peck, Esq. Pillsbury Winthrop Shaw Pittman LLP Four Embarcadero Center, 22nd Floor San Francisco, California 94111 (415) 983-1000

Approximate date of commencement of proposed sale to the public

Not applicable. Removal from registration of securities that were not sold pursuant to this registration statement.



If only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment 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, check the following box.	¨
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.	¨
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 this Form is a registration statement pursuant to General Instruction I.C. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box.	¨
If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.C. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box.	¨
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933.
Emerging growth company	¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act.	¨

DEREGISTRATION OF SECURITIES

This Post-Effective Amendment No. 1 (this “Post-Effective Amendment”), filed by MUFG Americas Holdings Corporation (the “Company”), removes from registration all of the unsold securities registered under the Registration Statement on Form F-3 (Registration No. 333-201746) filed by the Company with the U.S. Securities and Exchange Commission on January 29, 2015 and declared effective on February 4, 2015 (the “Registration Statement”), pertaining to the registration of $3,600,000,000 in preferred stock, depositary shares representing preferred stock and debt securities of the Company.

The Company is terminating all offerings of its securities pursuant to the Registration Statement. The Company, by filing this Post-Effective Amendment, hereby removes from registration any and all securities registered but unsold under the Registration Statement. This filing is made in accordance with an undertaking in the Registration Statement to remove from registration, by means of a post-effective amendment, any securities that were registered for issuance but remain unsold at the termination of the offering.

Pursuant to the requirements of the Securities Act of 1933, the Company certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form F-3/A and has duly caused this Post-Effective Amendment to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, State of New York, on March 22, 2018.



	MUFG AMERICAS HOLDINGS CORPORATION
	By:	/s/ JOHANNES H. WORSOE
		Johannes H. Worsoe Chief Financial Officer

No other person is required to sign this Post-Effective Amendment to the Registration Statement in reliance on Rule 478 of the Securities Act of 1933, as amended.