BATTLE MOUNTAIN GOLD CO
S-4 POS, 1994-02-10
GOLD AND SILVER ORES
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<PAGE>

   As filed with the Securities and Exchange Commission on February 10, 1994
                                                       Registration No. 33-39903
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                                  ----------

                         POST-EFFECTIVE AMENDMENT NO. 2
                                       TO
                                    FORM S-4
                             REGISTRATION STATEMENT
                                     Under
                           THE SECURITIES ACT OF 1933

                                  ----------

                          BATTLE MOUNTAIN GOLD COMPANY
             (Exact name of registrant as specified in its charter)

                                  ----------
<TABLE> 
<S>                               <C>                              <C> 
           NEVADA                            1041                      76-0151431
(State or other jurisdiction of   (Primary Standard Industrial      (I.R.S. Employer
incorporation or organization)     Classification Code Number)     Identification No.)
</TABLE> 

                                  ----------

                          333 CLAY STREET, 42ND FLOOR
                           HOUSTON, TEXAS  77002-4103
                                 (713) 650-6400
              (Address, including zip code, and telephone number,
       including area code, of registrant's principal executive offices)

                                 ------------

                                ROBERT J. QUINN
                        VICE PRESIDENT & GENERAL COUNSEL
                          BATTLE MOUNTAIN GOLD COMPANY
                          333 CLAY STREET, 42ND FLOOR
                           HOUSTON, TEXAS  77002-4103
                                 (713) 650-6400
           (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

================================================================================
<PAGE>

                                    PART II

                     INFORMATION NOT REQUIRED IN PROSPECTUS



          The registrant hereby removes from registration all shares of its
Common Stock that, as of the effective date hereof, remain unsold by the Selling
Security Holders.

                                     II-1

<PAGE>

                                   SIGNATURE


       Pursuant to the requirements of the Securities Act of 1933 and Rule
478 thereunder, the registrant has duly caused this Amendment to be signed on
its behalf by the undersigned, thereunto duly authorized, in the City of
Houston, State of Texas, on February 10, 1994.


                                          BATTLE MOUNTAIN GOLD COMPANY



                                          By:  /s/ Robert J. Quinn
                                             -----------------------------------
                                              Robert J. Quinn
                                              Vice President and General Counsel
                                     
                                     II-2



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