As filed with the Securities and Exchange Commission on December 1, 1995 Registration No. 33-27461 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRINKER INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Delaware 75-1914582 (State of incorporation) (I.R.S. employer identification number) 6820 LBJ Freeway Dallas, Texas 75240 214-980-9917 (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) Debra L. Smithart Executive Vice President Brinker International, Inc. 6820 LBJ Freeway Dallas, Texas 75240 214-980-9917 (Name, address including zip code, and telephone number, including area code, of agent for service) Copies to: Roger F. Thomson Bruce H. Hallett Executive Vice President and General Counsel Crouch & Hallett, L.L.P. 6820 LBJ Freeway 717 N. Harwood Street Dallas, Texas 75240 Suite 1400 214-980-9917 Dallas, Texas 75201 214-953-0053 Approximate date of commencement of proposed sale to the public: Not applicable. If the only securities being registered on this Form are being offered pursuant to a 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, other than securities offered only in connection with dividend or interest reinvestment plans, 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 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 delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box. [ ] The registrant hereby withdraws the effectiveness of this registration statement. The registrant believes that all of the shares registered under this registration statement have been sold or, if shares remain unsold, such shares are eligible for resale under Rule 144 of the Securities Act of 1933, as amended. SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this post-effective amendment to this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Dallas and the State of Texas, on the 30th day of November, 1995. BRINKER INTERNATIONAL, INC. By: /Debra L. Smithart Debra L. Smithart, Executive Vice President and Chief Financial Officer Pursuant to the requirements of the Securities Act of 1933, as amended, this post-effective amendment to this Registration Statement has been signed below by the following persons in the capacities indicated on November 30, 1995. Signature Title /Ronald A. McDougall President, Chief Executive Ronald A. McDougall Officer and Director (Principal Executive Officer) /Debra L. Smithart Executive Vice President, Chief Debra L. Smithart Financial Officer and Director (Principal Financial and Accounting Officer) /Norman E. Brinker Chairman of the Board Norman E. Brinker /F. Lane Cardwell, Jr. Director F. Lane Cardwell, Jr. /Creed L. Ford, III Director Creed L. Ford, III Director Gerard V. Centioli Director Jack W. Evans, Sr. Director Rae F. Evans /J.M. Haggar, Jr. Director J. M. Haggar, Jr. Director J. Ira Harris Director Frederick S. Humphries Director James E. Oesterreicher /Roger T. Staubach Director Roger T. Staubach