As filed with the Securities and Exchange Commission on September 19, 2000
Registration No. 333-45532
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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CANARGO ENERGY CORPORATION
(Exact name of registrant as specified in its charter)
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DAVID ROBSON
CANARGO ENERGY CORPORATION
1580, 727 - 7 AVENUE SW
CALGARY, ALBERTA, CANADA T2P 0Z5
(403) 777-1185
(Name, address, including zip code, and telephone number, including area code
of agent for service)
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Please forward a copy of all correspondence to:
PETER A. BASILEVSKY
SATTERLEE STEPHENS BURKE & BURKE LLP
11TH FLOOR, 230 PARK AVENUE
NEW YORK, NY 10169
PHONE: (212) 818-9200
THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH DATE OR 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.
PART II
INFORMATION NOT REQUIRED IN THE PROSPECTUS
Item 16. Exhibits.
The following exhibits are filed as part of this registration statement.
Exhibit
No. Description of Exhibit
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5.1 Opinion of Satterlee Stephens Burke & Burke LLP as to the legality of
the securities being registered
23.1 Consent of Satterlee Stephens Burke & Burke LLP to the use of their
opinion with respect to the legality of the securities being
registered (included in opinion filed as Exhibit 5.1)
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant has
duly caused this Amendment No. 1 to Registration Statement on Form S-3 to be
signed on its behalf by the undersigned, thereunto duly authorized, in Calgary,
Alberta, Canada on September 19, 2000.
CANARGO ENERGY CORPORATION
By: /s/ Michael Binnion
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Michael Binnion
President & Chief Financial Officer
Pursuant to the requirements of the Securities Act of 1933, this Amendment No.1
to Registration Statement on Form S-3 has been signed below by the following
persons on behalf of the registrant and in the capacities and on the dates
indicated.
By: /s/Michael Binnion Date: September 19, 2000
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Michael Binnion, Director, President and
Chief Financial Officer
By: /s/Anthony J. Potter* Date: September 19, 2000
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Anthony J. Potter, Vice President
(Principal Accounting Officer)
By: /s/David Robson* Date: September 19, 2000
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David Robson, Chief Executive Officer
By: /s/Russell Hammond* Date: September 19, 2000
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Russell Hammond, Director
By: /s/Peder Paus* Date: September 19, 2000
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Peder Paus, Director
By: /s/Roger Brittain* Date: September 19, 2000
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Roger Brittain, Non-Executive Chairman of the Board
By: /s/Nils N. Trulsvik* Date: September 19, 2000
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Nils N. Trulsvik, Director
* by Michael Binnion, attorney-in-fact, pursuant to a power of attorney
included on the signature page of the registration statement on Form S-3 (Sec.
File No.: 333-45532) filed September 11, 2000.
EXHIBIT INDEX
FILED EXHIBIT
HEREWITH
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X 5.1 Opinion of Satterlee Stephens Burke & Burke LLP as to the
legality of the securities being registered
X 23.1 Consent of Satterlee Stephens Burke & Burke LLP to the use
of their opinion with respect to the legality of the
securities being registered (included in opinion filed as
Exhibit 5.1)
