As filed with the U.S. Securities and Exchange Commission on February 17, 1998
Registration No. 333-4643
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 5
(Post Effective)
to
FORM SB-2
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
MIDCOAST ENERGY RESOURCES, INC.
(Name of small business issuer in its charter)
Nevada
(State or other jurisdiction of
incorporation or organization)
4922
(Primary Standard Industrial
Classification Code Number)
76-0378638
(I.R.S. Employer Identification
Number)
1100 Louisiana, Suite 2950
Houston, Texas 77002
Phone: (713) 650-8900
Fax: (713) 650-3232
(Address and telephone number of principal executive office and principal place
of business)
Dan C. Tutcher
President and Chief Executive Officer
Midcoast Energy Resources, Inc.
1100 Louisiana, Suite 2950
Houston, Texas 77002
Phone: (713) 650-8900
Fax: (713) 650-3232
(Name, address and telephone number of agent for service)
Copies to:
Robert G. Reedy, Esq.
Porter & Hedges, L.L.P.
700 Louisiana, 35th Floor
Houston, Texas 77002-2764
Phone: (713) 226-0600
Fax: (713) 228-1331
Henry I. Rothman, Esq.
Parker Chapin Flattau & Klimpl, L.L.P.
1211 Avenue of the Americas
New York, New York 10036
Phone: (212) 704-6000
Fax: (212) 704-6288
Deregistration of Unsold Shares of Common Stock
Pursuant to its Registration Statement on Form SB-2 (No. 333-4643), Midcoast
Energy Resources, Inc., a Nevada corporation (the "Company"), registered
1,250,000 shares (including the over-allotment option) of the the Company's
common stock, par value $.01 per share ("Common Stock"). Effective February 16,
1998, 1,100,000 shares of the 1,250,000 shares of Common Stock registered
pursuant to this Registration Statement were sold.
The Company hereby deregisters the remaining 150,000 shares of Common Stock.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant
has duly caused this Amendment No. 5 (post-effective) to the Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Houston and State of Texas on the 17th day of
February, 1998.
Midcoast Energy Resources, Inc.
By: /s/ DAN C. TUTCHER
Dan C. Tutcher, Chairman of the Board,
Chief Executive Officer and President
(Principal Executive Officer)
POWER OF ATTORNEY
We, the undersigned directors and officers of Midcoast Energy Resources,
Inc., do hereby constitute and appoint Dan C. Tutcher and I. J. Berthelot, II,
or either of them, our true and lawful attorneys and agents, to do any and all
acts and things in our name and on our behalf in our capacities as directors and
officers, and to execute any and all instruments for us and in our names in the
capacities indicated below, which such attorneys and agents may deem necessary
or advisable to enable the corporation to comply with the Securities Act of
1933, as amended, and any rules, regulations and requirements of the Securities
and Exchange Commission, in connection with the filing of this Registration
Statement, including specifically without limitation power and authority to sign
for us or any of us, in our names in the capacities indicated below, any and all
amendments hereto; and we do hereby ratify and confirm all that such attorneys
and agents shall do or cause to be done by virtue hereof.
In accordance with the Requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities indicated on the 17th day of February, 1998.
Signature Title
/s/ DAN C.TUTCHER Chairman of the Board, Chief Executive Officer and
Dan C. Tutcher President (Principal Executive Officer)
/s/ RICHARD A. ROBERT Treasurer,Principal Financial Officer and Principal
Richard A. Robert Accounting Officer
/s/ I. J. BERTHELOT,II Vice President of Operations, Director
I. J. Berthelot, II
/s/ RICHARD N. RICHARDS Director
Richard N. Richards
/s/ BRUCE M. WITHERS,JR. Director
Bruce M. Withers, Jr.
