<PAGE>
As filed with the Securities and Exchange Commission on January 9, 1998
Registration No. 33-80392
================================================================================
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________
AMENDMENT NO. FOUR
(POST EFFECTIVE AMENDMENT NO. TWO)
TO
FORM S-4
ON
FORM S-3
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
____________________
INLAND RESOURCES INC.
(Exact name of registrant as specified in its charter)
WASHINGTON 91-1307042
(State or other (I.R.S. employer
jurisdiction of identification number)
incorporation or
organization)
475 17TH STREET
SUITE 1500
DENVER, COLORADO 80202
(303) 292-0900
(Address, including zip code, and telephone number, including area code,
of registrant's principal executive offices)
KYLE R. MILLER
PRESIDENT AND CHIEF EXECUTIVE OFFICER
475 17TH STREET
SUITE 1500
DENVER, COLORADO 80202
(303) 292-0900
(Name, address, including zip code, and telephone number, including area code,
of agent for service)
WITH A COPY TO:
MICHAEL D. PARSONS, ESQ.
GLAST, PHILLIPS & MURRAY, P.C.
13355 NOEL ROAD, L.B. 48
2200 GALLERIA TOWER
DALLAS, TEXAS 75240
APPROXIMATE DATE OF PROPOSED SALE TO THE PUBLIC: FROM TIME TO TIME AFTER
THE EFFECTIVE DATE OF THE REGISTRATION STATEMENT, AS DETERMINED BY MARKET
CONDITIONS.
___________________________________
If the only securities being registered on this Form are being offered
pursuant to 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. [X]
___________________________________
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.
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Inland Resources Inc. (the "Company") hereby withdraws from registration all
unsold shares of Common Stock, par value $0.001 per share (the "Common Stock"),
registered pursuant to this Registration Statement, Registration No. 33-80392.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-3 and has duly caused this Post-Effective
Amedment No. Two to the Registration Statement on Form S-3 to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Denver,
State of Colorado, on December 8, 1997.
INLAND RESOURCES INC.
By: /s/ Kyle R. Miller
---------------------------------------
Kyle R. Miller, President,
Chief Executive Officer and Director
(Chairman)
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.
Name Office Date
---- ------ ----
/s/ Kyle R. Miller President, Chief Executive December 8, 1997
- ----------------------------- Officer and Director
Kyle R. Miller (Chairman)
(Principal Executive
/s/ Bill I. Pennington Chief Financial Officer December 8, 1997
- ----------------------------- (Principal Financial
Bill I. Pennington Officer)
/s/ Michael J. Stevens Secretary and Treasuer December 8, 1997
- ----------------------------- (Principal Accounting
Michael J. Stevens Officer)
/s/ Richard F. Conway Director December 16, 1997
- -----------------------------
Richard F. Conway
/s/ Arthur J. Pasmas Director December 15, 1997
- -----------------------------
Arthur J. Pasmas
/s/ Thomas J. Trzanowski Director December 15, 1997
- -----------------------------
Thomas J. Trzanowski
/s/ Paul C. Schorr IV Director December 16, 1997
- -----------------------------
Paul C.Schorr
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