As filed with the Securities and Exchange Commission on May 14, 1999 Registration No. 33-53965 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 972-980-9917 (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) _________________________________ Russell G. Owens Executive Vice President and Chief Financial Officer Brinker International, Inc. 6820 LBJ Freeway Dallas, Texas 75240 972-980-9917 (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 Crouch & Hallett, L.L.P. General Counsel 717 N. Harwood Street, Suite 1400 Dallas, Texas 75240 Dallas, Texas 75201 972-980-9917 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 20th day of January, 1999. BRINKER INTERNATIONAL, INC. By:_________________________________ Russell G. Owens, 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 effective on the 20th day of January, 1999. Signature Title ___________________________ President, Chief Executive Ronald A. McDougall Officer and Director (Principal Executive Officer) ____________________________ Executive Vice President and Russell G. Owens Chief Financial Officer (Principal Financial and Accounting Officer) ____________________________ Chairman of the Board Norman E. Brinker ____________________________ Director Donald J. Carty ____________________________ Director Gerard V. Centioli _____________________________ Director Dan W. Cook, III _____________________________ Director J.M. Haggar, Jr. ____________________________ Director Frederick S. Humphries _____________________________ Director Ronald Kirk _____________________________ Director Jeffrey A. Marcus _____________________________ Director James E. Oesterreicher _____________________________ Director Roger T. Staubach