<PAGE> 1
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 10, 1997
REGISTRATION STATEMENT NO. 33-31202
- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------------------
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
----------------------------
AMERICAN EXPLORATION COMPANY
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE 1311 74-2086890
(State Or Other (Primary Standard (I.R.S. Employer
Jurisdiction Industrial Identification Number)
Of Incorporation Or Classification Code
Organization) Number)
----------------------------
1331 LAMAR, SUITE 900
HOUSTON, TEXAS 77010-3088
(713) 756-6000
----------------------------
(Address, Including Zip Code, and Telephone Number, Including Area Code,
of Registrant's Principal Executive Office)
----------------------------
JOHN M. HOGAN
SENIOR VICE PRESIDENT AND CHIEF FINANCIAL OFFICER
AMERICAN EXPLORATION COMPANY
1331 LAMAR, SUITE 900
HOUSTON, TEXAS 77010-3088
(713) 756-6000
(Name, Address, Including Zip Code, and Telephone Number, Including
Area Code, of Agent for Service)
----------------------------
REMOVING SHARES FROM REGISTRATION
<PAGE> 2
REMOVAL OF SHARES FROM REGISTRATION
American Exploration Company (the "Company"), hereby amends the
Registration Statement on Form S-8, File No. 33-31202 (the "Registration
Statement"), filed in connection with the Company's American Exploration Company
Stock Compensation Plan (the "Plan"), to withdraw from registration all the
shares of Common Stock of the Company pursuant to the Plan which were registered
under the Registration Statement but remain unsold.
<PAGE> 3
SIGNATURE
Pursuant to the requirements of the Securities Act of 1933, the
Corporation has duly caused this 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 December 8, 1997.
AMERICAN EXPLORATION
COMPANY
By: /s/ MARK E. ANDREWS
-----------------------------
Name: Mark E. Andrews
Title: Chairman of the Board, Chief
Executive Officer and Director